


Friends of Family

by Aurya



Category: Spider-Man Into the Spider-Verse
Genre: Broad Strokes, Gen, Headcanons for Peni's universe, Movie(s) are primary source, Written with only tangential knowledge of comics occurences, take it with a grain of salt
Language: English
Status: Completed
Published: 2021-01-07
Updated: 2021-01-19
Packaged: 2021-03-18 08:35:30
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 13
Words: 34,484
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/28615194
Author URL: https://archiveofourown.org/users/Aurya/pseuds/Aurya
Summary: Alright, let's do this one more time.My name is Mayday Parker. My dad was bitten by a radioactive spider, and for 25 years, he was the one and only Spider-Man. It wasn't all sunshine and rainbows. But no matter how many times he got knocked down, he always got back up.And eventually, the bad guys... didn't. So he said a happy farewell to the city, settled down with my mom, and tried to figure out how to raise a spider-baby. Because it turns out that radioactive spider bites are hereditary.One day, a new bad guy showed up. And for the past four months, I've been the one and only Spider-Girl. And no matter how many times I get knocked down, I always get back up.
Comments: 65
Kudos: 24





	1. One and Only Spider-Girl

**Notes for the Chapter:**

> So, I discovered Into the Spider-Verse, like, the start of December 2020. Had an interesting idea and wanted to make use of it. Hope you guys enjoy.

Alright, hope you don't mind if we do this one more time.

My name is Mayday Parker. My dad was bitten by a radioactive spider, and for 25 years, he was the one and only Spider-Man.

I feel like you guys know the rest. He saved the city, fell in love, saved the city again, got a job for a newspaper, took pictures of himself (wow that sounds bad), saved the city again, married my mom, saved the city again, and again, and again, until he can't keep track of which stories he's told me and which stories he hasn't. It wasn't all sunshine and rainbows. Being a superhero means fighting tough guys, keeping a secret can affect your personal life, and do you know how hard it is to web-swing in a city with drones flying around? Dad has been through physical injury, relationship troubles, and personal loss. But no matter how many times he got knocked down, he always got back up.

And one day, the bad guys... didn't. See, a lot of supervillains think that the hero has to win again, and again, and if the villain gets one good day, then everything is fricked. But it turns out that fighting a superhero over and over again takes its toll on your body. And eventually, they couldn't keep doing it anymore.

The cops aren't _bad_ at their job. They're normal people, and when something not-normal shows up, they're just out of their league. So when there were only normal bad guys left in the city, Dad figured it didn't need Spider-Man anymore. So he said a happy farewell to the city, and he and my mom found a nice place, settled down...

...and tried to figure out how to raise a spider-baby. Because it turns out that radioactive spider bites are hereditary.

At first that didn't mean much. Dad raised me to control my powers, Mom told me not to use them willy-nilly, and we were happy being a family with a couple more secrets than the norm. Until one day, a new bad guy showed up. A not-normal bad guy. The city needed Spider-Man again.

Dad wasn't sure he was up to it.

Mom didn't want him to try.

And I didn't want either of them to be backed into a corner.

So, I... stole my dad's mask and webshooters, color-coordinated an outfit, and ran in to save the day. And for the past four months, I've been the one and only Spider-Girl.

Dad was pretty cool about it. He taught me how to fight, how to web-swing, how to take care of my suit, etcetera.

Mom's a little more on the fence. She's always worried sick when I go out, but she's always so proud of me when I get home.

How do I feel about it? I _love_ being Spider-Girl. It's awesome to be able to swing through the city and have people cheering my name. It feels _right_ to save people who aren't in a position to save themselves. So I do what my dad did before me, and I stand between this city and oblivion. And no matter how many times I get knocked down, I always get back up.

"Eeeeeeeehhh! Mom, easy!"

...Eventually.

Mary-Jane Parker looked up from cleaning the cut on her daughter's side. "I'm sorry, May," she insisted, "but you've gotta take care of yourself when you get hurt."

" _This_ hurts!" Mayday protested. "Ow, stop, stop!"

"Not yet," MJ reprimanded. "I've still got to dress it."

Mayday winced as her mother started to bandage the cut; a shadow shifting across the wall told her that someone else had entered the bathroom. "Dad, can you please tell Mom that Spider-Girl's wounds will heal?"

"It _will_ heal - faster than normal people," Peter conceded. "But it's still the same process, and if you don't take care of it, it can still get infected, and then you've got a whole host of trouble." He handed her a glass. "Here, get some sugar in you."

"Thanks, Dad," Mayday admitted, accepting the glass of cola.

Peter knelt down to get a better look at the wound. "Let me see that." MJ paused her wrapping, carefully shifting the bandages to give him a look at the cut. "It doesn't look too bad," he told Mayday, "but it'll be sensitive to the touch for a while. I don't want you tackling anything harder than your homework for the next couple days."

Mayday hummed awkwardly as she lowered the glass. "I mean, Normie is easier to deal with than my math teacher," she observed, "can I swing out if it's him?"

Peter flicked her forehead with a smirk. "Smart-aleck," she reprimanded.

"You'll be fine," MJ insisted as she finished wrapping the cut. "A few equations aren't going to kill you." She kissed her daughter's forehead lightly. "You did well tonight."

* * *

The next day, Mayday woke up to find her mother already waiting in the kitchen. Her attempts to tiptoe her way forward were swiftly interrupted when MJ's "Morning, sweetie" came without even looking up from the Daily Bugle.

"How can you keep telling that we're coming?" Mayday protested.

"Call it my Mother-Sense," MJ teased. "Speaking of, did you get woken up last night?"

"Woken up?" Mayday went to approach the cupboards to find breakfast. "Not at all. Where did that come from?"

"There was a really weak earthquake last night," MJ explained. "Barely enough to rattle the glasses, but your dad got woken up. I thought maybe it was his Spider-Sense, but I guess he's just a light sleeper."

Mayday rolled her eyes. "Tell me about it."

She had breakfast and made her way to school without incident. No sooner had she stepped into Midtown High than her hand came up at her side, catching a basketball flying at her face. Mayday had to stop herself from clinging to it long enough to be suspicious, gripping it just long enough to direct it downward where it wouldn't hit anyone before letting it fall as she turned towards its thrower.

"Told you you got it," Davida observed.

"How many times do I have to tell you?" Mayday reprimanded, tossing the ball back to her. "I can't afford to play basketball."

"It wouldn't kill you to give it a try," Davida countered. "You've never had trouble getting your homework done, why exactly can't you 'afford' it?"

 _Because I don't want to leave the team out to dry if Crazy Eight attacks in the middle of a game,_ Mayday wanted to say. She instead went with, "Just because I've never had my homework in late doesn't mean I don't have trouble with it." Which was technically true; there had been a few nights where she'd swung home, told her parents she was fine, and sat down to get her homework done _before_ she took a bath to soak the tender bruises.

Davida frowned. "Okay, fair, but you're never doing anything during lunch break. Why not join us for a game of pickup some time?"

"If I start playing, I'm gonna want more," Mayday told her. "I don't want to start going down the slipper..."

She trailed off as something tickled her senses; as Davida took umbrage to calling basketball a 'slippery slope', Mayday glanced up to find herself looking at the vents. After a moment, a many-legged figure scuttled across the grille, vanishing from sight.

 _Wow,_ Mayday observed, _I must be getting more sensitive if it's going off in response to bugs in the vents._

"Mayday?" Davida waved a hand in front of her face. "What's up?"

"Just... had something catch my eye," Mayday deflected. "Have you seen the janitor? I thought I saw something in the vent."

Davida made a grossed-out face. "I'll pass it on if I find him first," she assured. "Last thing I want is the A/C to kick in and it rains bugs on me."

"Right?"

* * *

The school day passed without incident; Mayday ended up taking a long route home to make sure there wasn't anything happening in the city. She _hoped_ there wasn't; the cut was indeed still sensitive, and she wanted nothing more than to head home and get her homework done while it healed. She was only a few blocks from home before she felt her Spider-Sense twinge; with a groan, she ducked into the nearest alleyway, making sure no one was paying attention to her before making to climb up.

Her hand stopped about an inch from slamming into the wall; there was something there, a spider of rather intimidating girth. It was moving horizontally, towards the street; as she moved her hand way, she could have sworn the spider looked up at her.

"Oh, wow," she mused. "Look at the size of you. Hope that's not Dad getting new power at his age." Then, remembering the situation; "Right, danger." She moved aside so as to not crush the spider as she continued up the wall; her wounded side ended up brushing the ridge as she pulled herself onto the roof, and she stood up, panning the city and trying to figure out where the danger was coming from.

...Nothing.

With a groan, Mayday reached for her head. "First bugs in the vents, now false alarms?" she muttered. "What's with me today?"

She stuck a web to the other building on the alley she'd come from, using it to fast-rope down; once she was on the ground, she started on her way back home.

Her parents were in the kitchen when she stepped in. "Hey, May," Peter greeted, "how was school?"

"School was fine," Mayday insisted, tossing her backpack at the hook by the door. "But... I had something really weird happen on my way home."

"You weren't swinging around, were you?" Peter asked.

Mayday shook her head. "No, not like that. I mean, my Spider-Sense picked something up, but I just climbed the nearest building and used a web to get down fast. The thing is... once I had a good look, there wasn't anything there."

MJ stepped forward. "Um..."

"Nothing?" Peter asked. "You're sure?"

"Yeah," Mayday insisted. "It just stopped tingling when I got to the roof. Do you know what that's about?"

Peter crossed his arms. "It doesn't usually go off for false alarms," he observed. "But I've had it go off when I'm sick, but before I've started sneezing."

"May..."

"Glad I didn't start sneezing while I was swinging," Mayday admitted.

"Tell me about it," Peter groaned. "You don't wanna sneeze inside the mask, or-"

" _May._ " MJ's insistence got their attention, and she pointed towards the wall. "Your backpack..."

Mayday's backpack had missed her usual hook... but it _hadn't_ fallen. It was stuck to the wall, earning a confused "Huh?" from father and daughter both. "What's this about?" Mayday murmured, seizing the strap on the top; when she tugged on it lightly, she found it adhering to the wall rather thoroughly.

"I've never done this," Peter admitted. Then, when Mayday gripped it tighter in preparation for a stronger pull; "May, relax. Don't just yank on it, or you'll tear a chunk of the wall out."

With a deep breath, Mayday tried to get her backpack to come off the wall. It did more than let go; it was _pushed_ off the wall, swinging in her hand and earning a "Woah" from the girl. "That's... cool," she observed. "Can I...?" She swung it back to the wall and willed it to stick, and found it did. With a giggle, she put her hand on the outside face, gripping it trying to get it to release, and it came off without the extra force; then she aimed it at Peter, and his hands came up to catch it when it was launched his way.

"Okay," Peter chuckled, "that's impressive."

"I should use this next time Normie breaks out the gas," Mayday admitted. "See if I can't get the lids stuck on the containers."

MJ took the bag from her husband. "Alright, alright," she insisted. "New powers are interesting, but that doesn't mean I want you sticking things all over the walls. Backpack on the hook."

Mayday took the bag back with a roll of her eyes. "Yeah, Mom, I got it." Her tone made it clear it had less to do with not being able to use her new powers and more to do with her mother's housekeeping.

She hung the backpack up properly and drew out her books, heading to her room to get her homework done.

**Notes for the Chapter:**

> I started writing this and was, like, five chapters into the draft before I wondered if AO3 sends you copies of drafts like it does unposted works. I have no idea what the hell I was thinking by testing it with one I had FIVE CHAPTERS on. Stupid, Aurya. Stupid.


	2. Swallowtail on the Spider'z Net

**Notes for the Chapter:**

> I used this song for a chapter title in one of my Vocaloid Reaper stories, but I never actually listened to it until recently and now I kinda hope it shows up in the Spider-Verse sequel because it would be so appropriate for a fight scene with Peni.

Mayday's parents were in the kitchen the next morning when she came out in her pajamas. "Morning," she greeted, approaching the trash can.

Peter looked up from his paper to find her holding a bundle of bandages in the brief moment before she tossed them out. "What's that about?"

"The cut's healed up nicely," Mayday explained. "Figured I shouldn't keep them on there longer than I need them."

Her unusually cheerful mood had Mary-Jane suspicious, and she quickly intercepted Mayday on her way to the cupboards. "Not so fast. Shirt up, missy."

"Mom-"

"It's just your ribcage," MJ insisted, "you don't need to hide it from your dad. Shirt up."

With a sigh, Mayday rolled up her shirt to expose the wound as MJ knelt down to get a look. There indeed wasn't a cut there anymore, but there was a noticeable discoloration where it had been, and when MJ set her hand on it, she felt Mayday tense up.

"Bandages won't do much for that anyways," MJ conceded, getting to her feet. "But you should probably put a hot water bottle on that to help it heal a little better."

" _Daaad_ ," Mayday protested, "Mom's being overprotective again!"

"It wouldn't hurt," Peter observed. "And besides, it's the weekend. You should take it easy today."

Mayday let her shirt fall back down. "If they let me," she muttered. "Funny Face always has the worst timing."

MJ got to her feet. "Cheer up," she insisted. "Tomorrow's your big sixteen. Anywhere you want to go for dinner?"

"What was that restaurant with the all-day breakfasts and the really tall milkshakes?" Mayday recalled. "We haven't gone there in ages."

"Sounds like a plan," MJ assured.

* * *

The weekend passed largely without incident - save for the discovery on Mayday's birthday that they had gotten their all-day breakfast restaurants mixed up. The milkshakes weren't _bad_ , but they weren't very _big_ ; the Parker family enjoyed them as appetizers and switched to soft drinks when their orders arrived.

"Guess that's the downside to not eating out very often," MJ observed on the way home.

"She says, like there's not so many," Mayday argued. "I'd eat out every day if you didn't have a problem with it."

"We have a problem with it because it's expensive to eat out so often," Peter insisted. "I'm not a walking franchise, Mayday."

"I know," Mayday insisted. "But it sure would be nice."

MJ shook her head as they approached the Parker house. "You eat out too often, you get sick of it," she pointed out. "Last time I got too compliant about being able to eat whatever I wanted for dinner, I was sick of Baconators before the week was up."

Peter double-took in a way that told Mayday that he wasn't privy to that knowledge before, and seemed about to comment on it when they both felt it - a familiar tingle in the back of their minds. MJ was busy unlocking the door as they turned to each other, knowing this time that it wasn't a false alarm or a response to something internal; as soon as the door opened, they dashed inside. MJ found herself following them to the living room, concerned, as Peter seized the TV remote and turned on the set.

 _"...atop the Empire State Building,"_ said the newscaster, before a live feed of Manhattan. _"Witnesses have reported sighting the newest Green Goblin in the vicinity of the building, suggesting his responsibility for the presence of the device."_

"Normie, come on," Mayday muttered, "it's my frickin' birthday."

"Of all the times," MJ sighed. "Are we a hundred percent sure he's doing something now, and it's not preparations for something that you can leave 'til tomorrow?"

Mayday shook her head. "Normie's still just using his granddad's tech. He's not patient enough to-" A light from the top of the building's spire confirmed her suspicions. "Yep, he's doing it tonight."

"You know," Peter pointed out, "there's still nothing making _you_ do this tonight."

MJ and Mayday both turned to stare at him incredulously.

"I know, I know," Peter insisted. "It sounded stupid as soon as I said it."

"Be right back," Mayday prompted, ducking into her room.

She was out in her spider-suit in less than two minutes, mask in hand, and MJ set a hand on her shoulder. "You sure you're set for this?" she asked. "Nothing's still sensitive? No cuts in the suit? Plenty of web-fluid? Don't try anything too risky with the proxy-sticking, you haven't practiced enough with it."

Mayday pulled her mask on. "Mom, I'll _fine_. I'll be fine, okay?"

"I know," MJ protested, "but I'm allowed to be worried about my daughter." She pulled Mayday into a hug. "Come back safe, sweetie."

"I will, Mom."

The hug lasted a little longer than it needed to; Peter had the window open by the time they parted, and Mayday leapt out and started swinging towards Manhattan.

MJ insisted on turning the TV off.

* * *

Green Goblin was still soaring around the Empire State Building when Spider-Girl got there; the device that the newscaster had mentioned was sitting on the top of the spire, casting what looked like green searchlights in multiple directions. One was following Goblin, and as she landed atop the building, another locked onto Spider-Girl as she called out, "Really? You had to do this tonight?"

With a scoff, the Goblin directed his glider down. "When you get a new toy," he insisted, "you don't wait until tomorrow to try it out!"

Spider-Girl blinked. "New toy?" she asked. "From where?"

"None of your business!" Goblin retorted.

He had a bomb in hand, and flung it at Spider-Girl, who quickly leapt away and then stuck it from behind with her webs. The spread of the connection didn't register as impact enough to set off the contact detonation, and Spider-Girl hurled it at the Goblin, who wove aside and left it to detonate in the air when the timer went off. When he drew another bomb, Spider-Girl elected to leap off the building before he had aim enough to throw it at her; when it chased her down, she stuck a pair of webs to the building and brought them together in the bomb's path, interrupting it in midflight and setting it off safely away from the building before shooting a separate web to take her into the air.

Goblin was circling the building waiting for her; when he tried to intercept her in mid-rise, Spider-Girl shot a web to the corner of the building and arced her momentum down that way, leaving him flying in the wrong direction. She quickly pulled herself up to the tip of the spire, where the Goblin's 'new toy' was sitting - a bulky-looking computer of some kind with a large touch-screen. 

"Where'd he get something like this?" Mayday wondered quietly, setting a finger on the touch screen.

A grid in a circle surrounded her fingertip, and as she pulled it away, the screen changed to read UNAUTHORIZED SCAN.

And her Spider-Sense went off.

"Ohhh, I shouldn't have done that."

She leapt away as the searchlights turned red; the one following the Goblin went dark as their mount began to rise up. From beneath emerged what looked like a sizeable barrel of some kind; it quickly centered on Spider-Girl, and from it emerged a metallic shape at high speed. Spider-Girl quickly pulled herself to the building to let it fly over her - it seemed to be a claw of some sort, maybe meant to bind her limbs together and limit her mobility.

Green Goblin was still flying around; he seemed to think better of using his bombs while she was at that proximity to the device, instead diving in to strike her with his glider. Spider-Girl leapt over the next projectile, and stuck a web to the spire, swinging around it and landing in front of the Goblin on his own glider.

"If I'm a target and you're not," she observed, "does it hold fire if you're in the way?"

"...I don't know," the Goblin admitted, glancing back at the device.

The red searchlight was following the glider; after a moment, another projectile was launched their way, and the Goblin veered into a roll to avoid it.

"Guess not," Spider-Girl observed.

She set her hand on his chest and leapt back before trying to repel him - and was pleasantly surprised to discover that it worked on people as well as things. Green Goblin was sent flying backwards, spinning wildly from the off-center point of force; although he managed to avoid slamming into the building and trashing his ride, he wasn't able to get out of the path of the next projectile before it caught him. Spider-Girl's presumption about the claws' purpose was promptly shut down when this one closed around the Goblin's left leg - it barely had the girth to do that, let alone grab his right leg as well. The back end of the projectile began to glow - a high-powered magnet that homed in on the glider, and the Goblin's foot was yanked out of the mount for his glider, forcing him to kneel on it and doing a number on his control over the thing.

Spider-Girl knew better than to pass up the opportunity; she quickly swung to the base of the spire, finding that the device's own girth stopped it from targeting below it. She promptly climbed up and straddled the spire, looking over the device for a battery casing - something she could use to deactivate this thing.

"Hold it!"

With a sigh, she leaned back - which hung her upside-down, but gave her a decent look at the Goblin to find him holding a remote of some kind. "What's that supposed to be?" she demanded.

"I planted electric charges under the base of the spire before you got here," the Goblin retorted. "I think the whole building's conductive, and I know it'll go right through your webs! Back off the device, or I'll set them off and fry you!"

Mayday cursed under her breath; Normie was absolutely right, her webs _were_ conductive. She was considering leaping from the spire and trying to land on his glider before a voice emerged from elsewhere - a voice that sounded _amplified_ , somehow.

"Well, that can't be good for the city."

Something struck the back of the Goblin's remote, and he yelped in surprise as it was yanked out of his hands by a _web_. The source arced over the Goblin's head - a large, robotic spider with a spherical body, bulky mechanical limbs and an LCD screen showing a rather all-business face. The remote was rapidly covered in webs and set down as the spider landed, stopping it from being of use to anyone quickly; Spider-Girl promptly slammed her hands to the underside of the device and made to repel it.

Success - the device was sent flying off the tip of the spire, and the robot leapt after it as it tumbled through the air. As it flew, its body shifted, half of its limbs detaching from the body and affixing to the other half, so that it had a humanoid figure; the robot grabbed the device as its searchlight found Spider-Girl, and a glow emerged from its hands. The searchlight abruptly turned green again, and the claw around the Goblin's leg came off; as he stumbled from the sudden shift in balance, Spider-Girl shot a web at his back and yanked hard enough to pull his remaining leg out of his glider.

She leapt up to catch him before he hit the Empire State Building, and then pinned him to the roof.

"You should really check out your new toys in private before you try and show them off to others," Spider-Girl reprimanded.

The glider was trying to rush her back; she leapt over it and dove off the Empire State Building, taking the Goblin with her. He was rapidly bound with web, pinning his arms and legs, and then Spider-Girl shot a web to the building, slowing the fall to make sure she didn't rip Normie's legs off when she came to a stop with him hanging upside down. The police had surrounded the building, and Spider-Girl ceased the descent at a little above arm's length before asking the cops, "Lower?"

"That'll be good," the nearest officer assured her. "Thanks, Spider-Girl!"

With a nod, she released the Goblin and started back up the building to deal with his tech. To her surprise, the robot had already managed to pin the glider down; it was now idle in the machine's hands, and as Spider-Girl crested the roof, the robot turned to face her, the expression upon its screen now rather amicable.

The LCD screen seemed to _separate_ from the body, and someone leapt out - a young-looking Japanese girl in a uniform of some description, who landed with surprising agility next to the robot.

And Mayday felt her Spider-Sense react to the girl - whose own expression changed when she beheld Mayday.

"Oh, hey!" she cheered. "You're like me!"

"Is that what that is?" Mayday murmured.

"New to this, huh?" the girl observed. "Mind if we get off the really tall building before we t **a** _a_ a **a** _a_ a **a** _a_ a **a** _a_ a **a** _a_ a-!"

Mayday yelped; the girl abruptly started to spasm, as though she were having a seizure - and the robot did the same, its eyes becoming X's above a screaming mouth. But more than that - their bodies started to _distort_ , flickering to seem momentarily older or decayed or broken, and at one point the little girl seemed to be a twisted mess of _polygons_. The glider in the robot's hands abruptly rocketed off, in a manner that Mayday knew was not good for the propulsion systems, and in the air behind it trailed ephemeral digits that flickered out as the girl wracked with pain.

Then the chaos subsided, and she slumped to the ground, panting in pain.

"What happened?!" Mayday asked. "Are you alright? What was that!?"

"I-I'm fine," the girl murmured. "It's just some dimensional glitching." She looked up. "Let's get to ground level before we talk."

She climbed back into the robot, and the two of them made to swing off; Spider-Girl made sure to follow them, that she might be able to help in case it happened again.

**Notes for the Chapter:**

> I kinda gave that away with the top note, but I'm not wrong. Feel free to imagine that fight scene with Yukari's song in the background.


	3. Itsy Bitsy SP//dr

**Notes for the Chapter:**

> I seem to recall that Peni hasn't gotten a solo series yet, so I'm just gonna go full shameless headcanon where she's concerned.

Alright, is it okay if we do this one more time?

My name is Peni Parker. I was bitten by a radioactive spider, and for the past three years we've been the one and only SP//dr [su-pi-da].

The spider-bite gave the two of us a telepathic link. At first that just meant I had a weird and cool new pet, because my _father_ used to be SP//dr. He built an awesome crime-fighting spider-robot, and he saved the city, and he saved the city again, and again, and again, and again.

But eventually, something terrible happened... and it was my fault. We took the robot out for a joyride thinking he wouldn't need it, and that turned out to be the day that someone tried to attack him at home. He had no way to defend himself, and he died.

I moved in with my aunt and uncle, and took the robot with me. And when things started getting worse and worse... we decided we would take my father's place. We got in the robot, and we saved the city, and we saved the city again, and _we_ were SP//dr instead.

One day, something really weird happened. All was well, another day saved, we grabbed something to eat and went to relax with a view of the city.

Then, all of a sudden... we _didn't_ have a view of the city anymore.

_"Do you... see that?"_

_Peni didn't even notice her ice cream fall off its cone; she and the little one on her shoulder were watching, dumbfounded, as a spiralling mess of what seemed to be colored **dots** appeared in the air between her and the city, gradually parting to reveal darkness between them them. But she **did** notice when the residue inside her cone began to drip out - because it was dripping **horizontally** , being pulled forward and into the gap, where it **vanished**._

_The pull started to intensify; Peni found herself skidding against the rooftop and turned around, seizing SP//dr in an effort to pull herself into the cockpit. The little one started climbing up her arm, and was almost to her wrist when it suddenly **wasn't** climbing up her arm anymore - its body warped, distorting, and it phased right through her before solidifying at her elbow._

_A panicking Peni managed to get inside; she and the little one took their seats as the cockpit closed, and the warning lights began to flash as SP//dr was pulled into the rift. As soon as they entered, the light of New York vanished; SP//dr was tumbling through what looked like the void of space, but where stars should have been scattered, the void was instead illuminated by endless strands of what looked like **webs**. The distortion began to rip through all of them, and Peni found herself screaming in pain, barely able to keep her hands on the controls; she barely saw it coming before SP//dr flew between two close strands of web, and the warning lights abruptly ceased._

_And then quickly went off again, an instant before they slammed into a C-Mobile billboard._

_Wait... **C** -Mobile?_

And then we _did_ , but it wasn't _my_ city. It was another dimension, where it was 2018 instead of 3145, and there were subway trains instead of bullet trains, and rice was a _sometimes_ thing instead of an _always_ thing, and the city was saved by Spider-Man instead of SP//dr.

Except the city _wasn't_ being saved by Spider-Man anymore. Whatever had brought me here had gotten him killed. And it needed to be stopped before the same thing happened to someone else. So I teamed up with other displaced people like me, and we shut it down - and found our way home while we did.

_"Guys, I got control of the beam! Get up here!_ _"_

_With SP//dr out of commission, the black-and-white Spider gave Peni and the little one a lift up towards Miles' announcement. An automated voice called out "Quantum polarity has been reversed" as the others joined them, and Peni tried to ignore the shattering of glass that she strongly suspected was Kingpin as they connected with the wall where Miles had managed to claim the override._

_"Guess this is it," Gwen observed as Miles pulled up his mask._

_"Well," Peni mused, "nice to know we're not alone. Right?"_

_"Yeah," Gwen agreed._

_Miles tapped a few points on the display. "I got the portal open," he proclaimed. "You first, Peni."_

_"Thank you, Miles," Peni praised. Then, when the little one squeaked; "From both of us."_

_She offered them a salute as she released the Spider's shoulder, diving towards the open portal and soaring through. The return trip was mercifully less glitchy than the trip out; Peni found herself coming out atop the same rooftop she had left, landing with a rough - but manageable - tumble as she looked over the city._

I dug up my father's blueprints, and remade SP//dr, and we went back to saving the city. For a while, nothing had really changed - except me. It was nice to know there were others like me out there - people who were saving people, just because it was the right thing to do.

But soon, someone on my side had the same idea... and he was gonna use innocent people to test it.

_"Hold it right there, Doctor!"_

_Peni's voice coming through SP//dr's speakers interrupted the procession through the halls of a laboratory that Peni could have sworn had a different layout every time she came through. A crowd of civilians was being brought through the laboratory, flanked by yakuza; as SP//dr landed, the yakuza all readied their weapons as the Doctor turned away from the had of the procession._

_"Don't you dare!" he reprimanded. "I need these subjects! How else will I know the portal works if I cannot test it?!"_

_"Portal?" Peni demanded. "You think I'm gonna let you throw innocent people through a portal?"_

_"You will!" the Doctor proclaimed. "Or I will have them all killed now, and move on to destroying you! Then I will find more, and send them through instead - and again, and again, until I know I can reach another dimension!"_

_Peni's blood ran cold when she heard that. "What?!"_

_"I need results!" the Doctor yelled. "And I need test subjects to do it! One captive may be able to flee, but with such a large test group, I can surely ensure one goes through, to prove that this works!"_

_"...Then **I'll** go."_

_Her words caught the Doctor by surprise. "What?"_

_SP//dr's cockpit opened, and Peni stood up in the cockpit. "Let these people go, and I'll be your test subject. You have my word."_

_There was a long moment of silence for a moment as the Doctor contemplated the offer; then he snapped his fingers. The yakuza moved their weapons to aim at Peni, who carefully climbed out of SP//dr; the civilians, realizing their opportunity, began to flee in terror. Once the last of them were gone, the yakuza moved to close the distance, ensuring Peni had nowhere to run as SP//dr's cockpit closed; she began to follow the doctor inside, letting SP//dr find an alternative route._

_The Doctor's portal was a far cry from Kingpin's super-collider - a circular frame upon a platform, with beam emitters set into opposite points around the frame. At the Doctor's direction, Peni stood before it, with the yakuza forming a half-ring around that side and keeping their weapons trained on her as he fired it up. Sure enough, the beams began to fire, colored dots whirling between them and gradually expanding to fill the portal's frame._

When you end up in another dimension, your body starts to break down. The atoms of one universe don't agree with the physics of another; eventually, your body will completely disintegrate. I couldn't let that happen to innocent people. The only thing for it was to go in myself...

_With all eyes on Peni, no one noticed the new arrival until a pair of webs connected with the top of the portal frame._

...and stop it from happening to anyone else.

_There was no opportunity to react; SP//dr ripped the frame open from above before descending on the console, and the portal began to destabilize. The yakuza tried to fire on Peni, but she had already run - straight into the portal, proving to the Doctor her word was true. SP//dr's hands glowed, hacking into the Doctor's computer to destroy his project data; then it made to follow Peni into the rift, gunshots bouncing ineffectively off the frame before it vanished into the portal._

_And the portal **exploded**._

_SP//dr somehow managed to catch up while Peni was flying through the void; fighting to work through the glitching, she managed to climb into the cockpit and take her seat before they came out the other side. They were more prepared for it this time; the moment they emerged in the other dimension, SP//dr read their momentum and the nearest surface, orienting its legs to land smoothly against a Coca-Cola billboard._

_Not Kori-Kora, not Koca-Soda - Coca-Cola._

We found ourselves in another dimension - _another_ another dimension. But we managed to stop anyone from following us here, even if that means we're trapped forever.

And if that's my last act as SP//dr... I'm happy with that.

* * *

"You got _two_ of those meals?"

Peni's shocked outburst caught Mayday by surprise. Despite appearances, the little half-Japanese girl was actually barely a year younger than Mayday (damn Japan and your baby faces), but non-functional debit cards and no cash printed before 3100 had meant she wasn't very liquid; when Mayday had offered her repayment for helping with Normie, Peni's only request had been 'a meal'.

They had found a quiet alleyway before Mayday had gone to get the meal; the McDonald's night staff had been mercifully non-argumentative about Spider-Girl swinging into the drive-thru and taking an order. When she got back, she found that SP//dr had spun a little web-table for them to eat at, with the mech sitting open with its back to the street in order to obscure them - but when she had set the drinks down and made to pull out the chicken nuggets, Peni had reacted with shock.

After a moment's dumbfounded contemplation about what exactly the issue was, Mayday took a shot in the dark. "I'm not strapped for cash, if that's what you're worried about..."

"No, no, it's not that," Peni insisted. "It's just... isn't that a bit much for two people?"

"Um..." Mayday set the boxes down and reached in for the fry cups. "Ten-piece nuggets, large fries, large drink, two packets of sauce. That's my usual. I got two of _each_ sauce for yours because I don't know what you like." She dumped out the sauce before flattening the back against the wall, laying it on the web and then lying the fries down. "Sometimes if I have to swing out before breakfast, I'll get a twenty-piece afterwards."

Peni looked down at the food. "Wow... People in this dimension eat a lot."

"I've head that before from tourists," Mayday admitted, opening her nugget box and dumping just about two-thirds of her fries into the top half. "I don't think it's a dimensional thing so much as it's an American thing."

"I'm _from_ New York," Peni muttered.

"Yeah," Mayday argued, "but from the sound of it, your New York is half Tokyo."

She peeled the top off a packet of barbeque sauce, then pulled her mask up just enough to free her mouth and nose before seizing a few fries. Peni opened her own nugget box and picked one up, looking with some trepidation at the untouched cup of fries.

Mayday saw her wariness. "Just each as much as you like," she insisted, "don't feel obligated to have all of it."

Peni reached for the mostly-empty cup instead, setting it against her nugget box. "So," she asked, changing the subject, "are you just gonna eat with your mask on?"

"...I just don't want to lose it," Mayday muttered.

She knew her lie was gonna fail the moment it was out; Peter's Spider-Sense had seen through every _I didn't do it_ when she was a little girl, no matter how convincing the circumstances. Sure enough, Peni narrowed her eyes, asking, "Why don't you trust me?"

"I don't know," Mayday admitted, "I guess... your story is a little bit out-there."

Peni hummed, looking down at her meal. "Makes sense, I suppose. Little girl fights crime in her father's robot, goes to another dimension, gets the robot destroyed, goes home, makes a new robot herself, and ends up in-"

"Huh?" Mayday's train of thought got sidetracked as she saw something scuttling down the wall. "That spider..."

"Hm?" Peni glanced at the little one. "What about it?"

"I saw that spider a couple days ago," Mayday admitted. "My Spider-Sense gave me a false alarm, and I almost crushed it on my way up." Turning to Peni; "That's who your bite came from?"

Peni nodded. "Yeah. And it wasn't a false alarm. Guess the sense reacts to both of us."

"Well, then I guess there's nothing to hide." She pulled off her mask, freeing her dark hair. "I'm Mayday."

The two of them ate in quiet for a while; Mayday had worked through her share of the first cup of fries and half of the second before Peni spoke up again. "So, um... do you live on your own, yet?"

"Not yet," Mayday admitted. "Why?"

"I wanted to ask a favor..."

Mayday paused with her last nugget in hand, looking up as she realized how long Peni had been in this dimension. "...Where have you been sleeping?"

"The cockpit is insulated," Peni murmured.

"Of course you can stay at my place," Mayday insisted. "I can let you stay in my room, even."

Peni smiled. "Thanks, but... are your parents gonna be okay with that?"

Mayday's face fell. "Oh, _crap._ Mom's gonna give me the riot act when I get home. I'm never this late."

"I can explain when we get..." Peni trailed off as she looked down at her meal; she still had four nuggets left, plus the half-cup of fries.

"It's a to-go box," Mayday insisted. "And are you even still hungry? We ate more than half of it."

"I am," Peni admitted.

"Then just eat it on the way," Mayday insisted. She seized the cup and dumped it into Peni's nugget box before closing it up; once she was in SP//dr, Mayday handed her the box and lowered her mask.

And immediately raised it again. "Ugh! Fast-food breath is so much worse in a mask."

* * *

The lights were still on in the Parker house when they got there; Mayday insisted Peni wait outside as she approached the living room window. MJ was pacing in the living room, with Peter waiting behind the couch; as Mayday climbed inside, they both started. "May!"

"Mom, Dad," Mayday greeted, catching her mother's worried hug. "Sorry I'm late. I got sidetracked after dealing with Normie."

Peter set a hand on her shoulder. "You should have called us," he insisted. "It's not like I could come after you and make you come home sooner."

"I know, I know," Mayday insisted. Then, when MJ pulled away; "Look, is it okay if we have some company tonight?"

"Company...?"

"That's not a euphemism or anything," Mayday assured. "She just..." With a sigh, she turned to the window. "Come on in."

Her parents both looked up as SP//dr came up, Peni sitting atop it. " _Konnichiwa,_ " she greeted awkwardly.

MJ turned to Mayday. "Who is-?"

"Peni?!"

Peter's surprised outburst caught his wife and daughter both by surprise; Peni's uncertainty vanished at his tone of recognition. " _Peter?_ " She hopped in through the window, and SP//dr climbed up, a smile on its face as she approached him. "Wow, it's you!"

"What are you doing here?" Peter asked. "How did you end up here?"

"Got me there!" Peni admitted. "I thought I was just lucky to end up in a dimension that had any Spider at all!"

Mayday and MJ traded glances as Peter shook his head. "You really shouldn't be here."

"Don't I know it," Peni insisted. "But look at you! You're a dad, _and_ you got rid of the dad bod." She poked Peter's stomach.

"It wasn't a 'dad bod'," Peter protested, "I was just going through a phase."

"An unsexy phase," MJ murmured.

That snapped Mayday out of her stupor. "Woah, woah, woah!" she interrupted, getting both of their attention. "Peni, how do you know my dad?"

"We met in my _first_ other dimension," Peni replied. "It was him, and me, and-"

Peter put a hand over her mouth. "She doesn't need to know about the gang."

MJ stepped forward as Peni wrestled the hand off. "Peter, why didn't you tell me about this?"

"No kidding!" Mayday agreed. "All this time, you said there was one story you were never gonna tell me, and it was **this**?!"

"This wasn't a good story," Peter proclaimed. "I did a few things I'm not super-proud of in that dimension. And that's setting aside-"

Peni gave a yell of pain as her body started to spasm, and MJ pulled back in shock as her body began to distory again. SP//dr did the same thing, falling off the wall outside and landing in the garden with a _thud_ as Peni writhed; when it finally subsided, she collapsed onto the floor, panting in pain.

"...that," Peter finished.

"The... glitch?" Mayday murmured.

MJ raised an eyebrow. "You mean she's-"

"Not the Sugar Rush kind of glitch," Peter insisted. "It an atom desynch. If you end up in a dimension that isn't your dimension, your body starts to decay at a molecular level. The longer you stay, the worse it gets. Eventually, your body's gonna disintegrate." He turned to Peni. "Which means you need to get home."

"I'm gonna ignore how much that sounds like you're trying to give me a curfew," Peni admitted, "and just cut straight to _I can't_."

Peter blinked. "What do you mean you can't?"

Peni shook her head. "This didn't happen because of something on this end. Someone in _my_ dimension was trying to do what Miles' Kingpin was trying to do, but in the other direction. I ended up going through it."

"What?!" Peter exclaimed. "Are you out of your mind?! You know what's going to happen to you! If you stay here, you'll _die!_ Why would you do that!?"

"Because it was _me_ or it was **forty!** " Peni argued. "Forty innocent civilians who I don't even know would survive the **landing** on the other side! I couldn't just let that happen to them! The only way I could stop them or anyone else from going through was to go through myself, and I **did!** "

Peter fell quiet.

"Look," Peni insisted, "I didn't come here asking for Spider-help." Her tone had gotten a lot sadder. "I'm here, I can't go back, _owari_. I just... need somewhere to stay. Can I crash in your spider-web?"

Mayday double-took. "Spider...?"

"I... don't have a spider-web like Miles' did," Peter admitted. "I keep my old spider-stuff in a shed."

"...Then can I crash in your shed?" Peni asked.

"You can stay in the house," MJ insisted. "May, get the futon."

**Notes for the Chapter:**

> You know, I have no idea how SP//dr got into Aunt May's house. But I also have no idea how Kingpin got in that van, so I guess it's not an incongruity.


	4. Parker, Parker, Parker

**Notes for the Chapter:**

> I know I really shouldn't write this much about comics I've never read, but I just love this setting so much.

Peni insisted on taking the shed.

Mayday didn't blame her. After her first night as Spider-Girl, she had gone to bed with her webshooters on and her mask under her pillow, scared that Normie was gonna track her down and try to give her trouble in the middle of the night. If she were in Peni's situation - trapped in another dimension, with no way home, and nothing to stop her from dying - she would probably go to bed in her Spider-Suit, desperate to die as Spider-Girl rather than a helpless teenage girl. The only room that had space for the futon was Mayday's bedroom, which was ill-suited to hosting SP//dr; if Peni didn't want to be too far apart from her mech, Mayday wasn't gonna try and argue.

She decided to bring Peni breakfast the next morning; her proxy-sticking powers made balancing a tray on one hand while she opened the door a lot easier than they would have been otherwise. Peter's old suit and webshooters were hanging on the wall, and SP//dr was resting in the corner offline; the little one had spun a web above the mech, and Peni was lying on the futon, eyes open but clearly not up-and-active yet.

"Morning," Mayday greeted. "How's the glitching?"

"It comes and goes," Peni admitted. "I got a good night's sleep, at least."

Mayday set the tray down. "Glad to hear it. I wish I could do more to help."

Peni sat up. "Mayday, I washed up in this dimension broke and alone. I thought I was gonna _starve_ before I even started glitching. Now I've got friends, and food, and a roof over my head. I don't even know how long the glitching is gonna take to kill me. I could have _years_ , still. You've done more than enough."

"...You're welcome," Mayday mused.

She was starting out of the shed when Peni spoke. "Hey, um... if you want a hand with your homework, or some company when you swing out... I'd be happy to help you."

Mayday chuckled. "Peni, you built a robot. I don't think I can justify asking a super-genius to help with my homework."

"Fair," Peni chuckled.

* * *

Mayday had gone to school and was halfway through first period by the time Peni and the little one came into the house; Mary-Jane was sitting inside, and greeted Peni with a calm "Good morning" as she stepped in.

"Morning," Peni returned, setting the empty dishes by the sink. "Where's Peter?"

"He's gone to work," MJ replied. "Something wrong?"

Peni shook her head. "Not exactly. Just wanted to ask him a question."

MJ turned to her. "What sort of question?"

"Well, his Spider-Suit had a fine layer of dust on it," Peni observed.

"And you're worried that he just sort of called it quits one day?" MJ wondered. "Considering you knew about his unsexy phase, I don't blame you."

Peni gave her a look. "You seriously call that that his 'unsexy phase'?"

"It's a ref- never mind," MJ insisted. "Suffice to say, he was still Spider-Man back then. He was just a bit of a jerk about it."

"Yeah," Peni admitted, "he, uh... I got that part. And... he told us about the divorce."

MJ nodded. "He wasn't exactly acting like a nice guy while we were apart, but he still swung in when the day needed saving. Then, one day, he showed up at my door with a bouquet, and he was being nice again." She shook her head. "The thing is... he became Spider-Man because people like Norman and Otto and Eddie were running around raising havoc. People who normal people couldn't deal with. And one day, they just stopped showing up. When he went on reconnaissance, he found Norman in a wheelchair, Otto with an oxygen tank, and Eddie in the streets."

"So _that's_ when he hung up the webshooters?" Peni mused.

"You sound relieved," MJ observed. "I guess every spider has a strong sense of responsibility. Yeah, he wasn't about to leave the city out to dry. But after May was born, he was pretty tempted. He didn't want to leave her growing up without a father. So when super-powered villains stopped showing up, that meant the city wouldn't necessarily _need_ Spider-Man anymore - if he made it clear that he wasn't dead so much as he was just retiring."

Peni hummed. "But there are supervillains running around again," she observed.

"Yes." MJ's face fell. "May was fifteen when Normie first showed up. Peter would've swung out to handle them himself, but... I was scared. He still knows all the old tricks, but we're getting along in years." She shook her head. "Then May took the choice out of our hands, and... now New York has Spider-Girl instead."

"You don't sound too pleased," Peni observed.

"She's my daughter," MJ insisted. "I don't want her risking her life like that. But it's not my place to stop her. All I can do is make sure she takes care of herself before and after." She sighed. "Now I know how Aunt May must have felt, whenever she saw Peter suit up."

* * *

Mayday's school day passed without incident... if one considers the 'school day' to end when the last bell rings. She was halfway home when a voice loomed out of the alleyway, taunting, "Sorry I'm a little late to say 'happy birthday'."

A sigh escaped from Mayday as she turned towards the call. "Please tell me you weren't responsible for Normie's new toy."

The figure in the alleyway looked astonishingly like herself; though they had slightly different fashion tastes, and there was slightly different wear on the faces, they could easily be described as identical. "Not even a little bit," she insisted. "I was planning on sending you an invite of my own before I saw him on the news."

"Why do you want, April?" Mayday demanded.

"She says, like it's some sort of insult," April taunted. "What's wrong with throwing a party a little later when neither of us can make it on the actual date?"

"Really?" Mayday pleaded. "I've got things to deal with at home."

April stepped out. "Come on, Mayday," she insisted, "it's not gonna kill you to spend some time with me."

Mayday turned away and closed her eyes. "...When do you want to meet up?"

"I'm free Wednesday afternoon," April mused. "How about you meet me on Skyline Tower after school?"

"Fine," Mayday insisted. "See you then."

"It's a date," April agreed, retreating back into the alleyway.

When Mayday got back to the Parker house, her parents were gone - but Peni was in the kitchen, the little one was on the counter, and the microwave was running. "Hey," she greeted. "Things go well at school?"

"You could say that," Mayday admitted. "What are you making?"

"Rice," Peni replied.

Mayday narrowed her gaze. "Just rice?"

"No other dimension understands how _crucial_ rice is," Peni muttered. "Last time I was in another dimension, I didn't have a single bowl. When I asked about it, she was just like 'Sorry, I'm all out', like that's not something you fix right away. At least your parents know how to keep the pantry stocked."

The microwave went off, and Peni seized the oven mitts before popping the microwave open as Mayday shook her head. "You sure you're from New York?"

"The layout hasn't changed enough for me to get lost," Peni observed as she pulled the rice-pot out, "so I'd say i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i _i_ **i** i-!"

Her body started glitching, the pot phasing through her hands as she spasmed; Mayday immediately shot a pair of webs to the latches to stop rice from spilling all over the floor as Peni writhed. The little one was seizing on the counter, as well; it only lasted a moment before it faded out, and Peni slumped against the cupboard, sliding to the floor.

"...still New York."

Mayday sighed, picking up the pot and bringing it to the kitchen. "Are you sure there's nothing to be done?"

"It's not your fault, May," Peni insisted. "I knew this was gonna happen, and I chose it anyways. You don't need to feel guilty."

Peter and MJ got home while Peni was eating; Mayday had found herself a snack, and greeted them with a "Welcome back" around a granola bar.

"Don't talk with your mouth full," MJ reprimanded. "How was school?"

Mayday swallowed down her mouthful as she sat down. "School was fine," she insisted.

Peter narrowed his gaze. "But...?"

"...I ran into April on my way home," Mayday replied.

"April?" Peter stepped forward. "What did she want?"

Peni glanced between them.

"Normie beat her to the punch as far as hanging out yesterday," Mayday admitted. "She wants to have a little 'birthday bash' on Wednesday."

"And you just agreed to it?" MJ asked.

"Well, it was that, or I say no and she comes and has it here instead," Mayday argued.

MJ sighed. "You're right. Sorry."

"You want some company?" Peni offered.

"Anyone else, and I'd love to, Peni," Mayday admitted, "but it's personal with April. Better if I don't show up with a plus-one."

Peni turned back to her rice, confused.

* * *

Thankfully, nothing came up over the next couple days; as Mayday stepped out of Midtown High, she was surprised to find Peni waiting for her at the gates. "What are you doing here?"

"Your dad wanted me to bring you a change of clothes," Peni replied.

With a chuckle, Mayday followed her into the nearest alleyway, where SP//dr was parked. "You know," she said once they were out of anyone else's earshot, "I bring a suit with me to school. It's reversible, even, so if anyone finds it, it looks like just clothes."

She vaulted the mech, and Peni respectfully waited on the other side as she got changed. "You sure you don't want me to come with you?"

"Like I said, Peni," Mayday insisted, "if it was anyone else, you'd be free to come with me."

"Yeah," Peni argued, "but I tend to find that it doesn't go very well if you go alone to meet with a villain ex-girlfriend."

Mayday's backpack hit the ground abruptly. "What?!"

Peni turned towards her. "You said it was personal-"

"Not because we've been _dating!_ " Mayday protested. "We've never..." There was a suspicious paused, and Mayday pulled her mask on. "It's not like that. She's my sister."

"What?!"

"Well, kind of," Mayday admitted. "It's a long story." She started to climb the nearest wall. "I'll see you back at home."

"Mayday!" Peni leapt atop SP//dr. "Are you sure you don't want any kind of backup at the ready?"

"If April gets any sort of hint that I didn't come alone," Mayday insisted, "it's gonna turn ugly. She's not one for audience intervention."

Peni narrowed her eyes. "You sure you're not-"

"We're _not dating,_ Peni." Mayday sounded very terse.

"I'm not trying to-"

Mayday shot a web to cover Peni's mouth, earning a yelp of shock; by the time she'd wrestled it off her mouth, Spider-Girl had already swung off.

"...judge you..." Peni finished lamely to the empty alleyway.

**Notes for the Chapter:**

> I have so many questionable headcanons about people from stories I've never partaken in, only read about on wikis. How has he not broken up with me yet?


	5. Just a Couple of Spider-Girls

**Notes for the Chapter:**

> April counts as a Spider-Person in my book, so she gets a "one more time" recap.

Alright, sorry, but we're gonna do this one more time.

My name is April Parker. I'm the daughter of the man who was bitten by a radioactive spider and spent 25 years as the one and only Spider-Man.

I'm gonna assume you know the rest. He saved the city, fell in love, became a photographer, got married, opened a failed restaurant, got divorced, got re-married, and saved the city over and over and over again, until he didn't need to anymore. Then he stopped being Spider-Man, settled down with his wife, and they had a baby that they named after his late Aunt May.

Then one of the villains found out, and as villains are wont, he decided to do 'congratulate' the new parents. See, he was broken down enough that he couldn't be flying around anymore. But he was still a mad scientist who was smart enough to make the sort of things that let him fly around in the first place. He kidnapped baby May Parker, and stole her away; then he made a clone of her, so identical that he had to keep track of how the cribs were oriented so he could remember which was which.

Now, just because he didn't **need** to be Spider-Man doesn't mean he **couldn't** be Spider-Man. And this particular villain already knew who was behind the mask. So there was nothing overtly suspicious about Spider-Man showing up, breaking in, and demanding the baby girl back, on threat of a _lung full of webbing_.

_Norman heard the crash of the window and turned away from his computer to find a familiar red figure swinging in. He barely had time to back his chair up and turn it around before Spider-Man was in his face; his hand slammed into Norman's chest, knocking the wind out of him as he adhered to it and lifted him out of the wheelchair. When his vision cleared, he saw Spider-Man had a hand raised before his victim's face._

_It wasn't completely closed into a fist, but Norman realized it was in a position to trigger the web-shooter, which was aimed directly down his throat._

_" **Where! Is my! Daughter!?** "_

Don't mess with a dad.

The scientist gave him _one_ of the baby girls, and kept the other - and Spider-Man never knew that. The other one, he kept, and infused with an artificial sludge based on a symbiotic alien lifeform (long story). The lifeforms acquired different capabilities based on their hosts; it was the scientist's hope that giving it to an infant would allow it nigh-unlimited capability.

Unfortunately for him, the baby girl had inherited her father's radioactive spider-bite, and when the powers showed up, they affected the lifeform's powers in the same way as one of the real ones. But the scientist never knew that, because he had finally died by the time her powers showed up.

Good riddance.

It didn't mean much, at first. I was raised by a foster mother who knew a little more about superpowers than she probably should, and I kept it to myself. But one day, the scientist's grandson decided to follow in his father's footsteps, and I swung in to stop him - which was weird, because I was at home watching it on the news. Knowing there was someone else out there, I went out to try and find her.

We fought, and I found myself at a disadvantage. In desperation, I pulled her mask off - and I found myself looking in a mirror. 

_The two Spider-Girls had run into each other in Brooklyn, and gone straight for the battle, each ignoring the tingle of Spider-Sense that told them there was something **strange** about their opponent. They had landed in an old building scheduled for demolition (if a constantly postponed date can be considered 'scheduled'), and soon found themselves in a grapple; the blue Spider-Girl had one hand on the red one's shoulder and another on her chest, and the red Spider-Girl had her arms inside of her opponent's._

_Feeling her arms being forced back, the blue one tried to cling - and was shocked to find the red face shifting when she was finally forced back. It wasn't part of her - it was a mask, and it came off when she threw her opponent back, along with a good chunk of her top._

_Her bra was holding firm, but her arm immediately went up to cover her face - not fast enough for her opponent to see._

_"What...?" The red scrap and mask fell from her hands. "Your face..."_

_The red Spider-Girl scoffed. "You saw." She lowered her hand angrily to glare - with blue eyes under a head of dark brown hair._

_"No, it's..." The blue Spider-Girl reached for her head, and her own visage began to peel away, exposing her own face._

_"What?"_

_"This..."_

_Each Spider-Girl aimed a befuddled finger at the other. "You're like me?!"_

Spider-Man had raised the other girl with a strong sense of responsibility. And it turned out, they all thought she was the real daughter. Ever since, we've come to conflict over how we should be dealing with those who plague this city - but a fake is still a fake. No matter how much you dress it up, the real thing always wins, and one day, I'm going to overcome her, and show the world that I am the one and only Spider-Girl.

"Hey, April!"

In the meantime, I might as well have fun with it.

A smile rose on April's face as she turned around; Spider-Girl had arrived, and was now approaching her from across Skyline Tower. "Well, you certainly got here fast."

"I came straight from school," Mayday insisted.

"Eager to have a proper celebration, are we?" April teased.

Mayday glared. "What do you want, April?"

April shook her head, stepping past her. "I just want to spend some time with my sister. Thought we could play a little game. You know the Citigroup Centre, right?"

"What did you do to it?" Mayday demanded.

"I didn't do anything _to_ it," April insisted. "But while I was in Manhattan last night, a group of punks cornered me and wanted to get frisky."

Mayday recoiled in disgust. "We're barely sixteen!"

"I know, right?!" April agreed. "Once we were out of the way, I managed to get a 'no' through their thick skulls. After Normie's display, I figured the Empire State could use a break, so I took them to Citigroup and webbed them off the roof."

She turned in the direction of Manhattan. "Webs should be wearing thin right about now."

"What?!"

April turned to her. "That's my game. Get to them before I do, and you can hand them off to the cops. But..."

Spider-Girl didn't wait to see what the 'but' was gonna be; she dashed to the edge of the building and dove off, webbing the nearest building to swing towards Manhattan.

With a chuckle, April pulled her top off as a darkness extended across her body. "...I'm not gonna make it easy on you."

In only a few moments, another figure leapt off the Skyline Tower; it looked much like Spider-Girl, but in bright blue and black, rather than red and black. As she fell, she thrust her hand ahead of her, and a web extended from her wrist to strike the nearest rooftop - the _center_ of the nearest rooftop, rather than the edge to swing on. The moment it made contact, the strand began to _thicken_ , stiffen, flexing as she descended and slowing her fall without bringing it to an abrupt stop.

When she was about to make contact with that roof, the pole abruptly flung her up and forward, sending her flying at high speed and then detaching from the roof as it withdrew into her.

Mayday saw her 'sister' soar over her and cursed under her breath. "Come on, April, that's cheating."

The launch gave her enough of a lead that Spider-Girl had to mount the roofs and run to keep her wits about her. Sure enough, several black strands of web were quickly shot upward, not connecting to anything but freezing and broadening in mid-arc, forming a solid wall in the shape of a spider's nest. With a sigh, Spider-Girl leapt as high as she could, trying to dive through the highest gap; sure enough, the wall tried to close in on her, but she managed to get her arms through first, allowing her to stick two webs to the roof on the other side and use them to twist herself through.

April was coming up for a kick when Mayday was pried free, slipping past it by moments; with a curse, April left the web where it stood and charged after her. Mayday heard her coming up from behind and promptly floored herself when April went for a diving lunge, then pulled herself through a cartwheel and landed a harsh blow to the stomach in an effort to wind her as she continued past. A black web narrowly missed Mayday's leg, and she quickly spun and hurled a spray of webbing that caught April across the chest and then stuck to the roof on either side before she continued to the street.

A low growl emerged from April as the web began to be drawn into her suit; then she charged after her sister eagerly.

Spider-Girl was halfway across the side of Queensborough Bridge when a black strand flew over her head, it halted on nothing and thickened, and she barely had time to groan before it came swinging down, knocking her down towards Roosevelt Island. She quickly stuck a web on the lower supports and arced under, swinging below the bridge before coming up on the other side and landing on someone's car.

The driver's audibility making it clear he had the windows down when he yelped, "Spider-Girl!"

"Are you going to the Citigroup Centre in Manhattan?" she asked.

"I am now!" the driver confirmed.

Mayday chuckled, hopping onto the roof of the cabin to clear his field of view as he accelerated. On the other side of the bridge, she could see April had mounted the higher supports, and made out a motion that looked like she had thrown her hands up before she leapt off again.

They were on Lexington Avenue when they were interrupted again; the blue Spider-Girl ran out onto the street half a block ahead, and launched a pair of webs towards the car. The red Spider-Girl quickly dashed down onto the hood and then onto the street before dropping to all fours; once the car was above her feet, she kicked it into the air, throwing it onto a trajectory that would arc over her opponent's head as the black webs connected with her legs. The blue one didn't even check the connection points before pulling on the webs, and Spider-Girl was pulled into a flip and dragged forward, allowing her to drag her mirror into a hurricanrana that left her face-down on the street.

The car was starting to tumble forward; she quickly stuck a pair of webs to the back tires and yanked them down, righting it before it hit the pavement and allowing it to drive forward. Then the blue Spider-Girl seized her by the legs and threw her away from her destination; the red one merely stuck a pair of webs to buildings on opposite sides of the street, letting the momentum and the elasticity of her webs slingshot her in the right direction.

She was within two blocks of the Citigroup Centre by now; six figures were hanging on the side of the building, bound in black webs. April's webbing was borne of her symbiotic body, and didn't dissolve over time like Peter's fluid-based webs did; they stuck around for as long as she wanted, and evaporated when she wished. But now Mayday saw the game her 'sister' had devised; ten strands of web were connected to the bindings around each thug's torso. Two were connected to the top of the building; eight were hanging down towards the street, and as she swung closer, Mayday saw a ninth detach and fall to join the others, one by one from each man.

Spider-Girl connected with the building on the end where it started, catching the thugs off-guard. "You-!"

"You guys got enough feeling in your hands to grab a web?" Spider-Girl asked. "Or am I gonna have to stick it somewhere else?"

Her phrasing made it clear she knew why they were here, and all thugs groaned. "Of all the girls in the city," the nearest one complained, "we picked the one who was a freaking supervillain! Isn't that punishment enough?"

"Not even close," Spider-Girl reprimanded.

A blur of blue slammed into her from the side, and the brutes yelled in terror as one Spider-Girl slammed the other to the wall, straddling her chest and pinning her arms beneath her legs. "Really?" she reprimanded. "You know why I put them here, and you're gonna save them?"

"Harassment gets a jail sentence," reprimanded the red Spider-Girl, "not a _death_ sentence!"

"Says you," retorted the blue one.

"Um, says _American law_ , actually!"

"And you're just gonna go along with that?"

"Get off!"

With a giggle, the blue Spider-Girl sat up. "Interesting choice of words..."

The reaction was entirely involuntary; Mayday wanted April away, and was surprised to find it _worked_ on her. April barely had time to glance down at the sudden force before she was thrown from Mayday's chest, tumbling away from the building and towards the street, and the red Spider-Girl quickly sat up, looking over the thugs. The black-web bindings wrapped their bodies but left their legs exposed, so she quickly looped a web around the nearest guy's ankles. Not a moment too soon; no sooner had she stuck it to the wall than the webbing around him started to dissolve, leaving him hanging upside-down; quickly, she did the same to the others, barely managing to snag the last one before he was out of reach.

Then she shot a strand to the other side of the group and brought it down, pinning their hands to the surface as well.

"Oh, come on!" the last guy protested.

"I'm not letting you guys get up to anything while I'm saving you," Spider-Girl reprimanded.

Her blue mirror was coming up the side of the building by now, and she leapt down to meet her opponent, the two of them standing horizontal as they traded punches and kicks. The moment she had an opening to do so, the red Spider-Girl grabbed the blue one by the shoulders and threw her to the wall beneath their feet before willing her to adhere to the surface.

April tried to rise, and found her body unwilling to let go. "Come on, stop sticking!"

Mayday quickly connected the thugs' feet separations by one strand before prying it off the wall; then she stuck one web to the strand that bound their hands, off-center, and pulled it free as well. The thugs found themselves falling towards each other in a bundle, nobody connecting with each others' heads, and Spider-Girl stuck a strand to the wall from her other hand and lowered the gang to the street.

Then she bound them to the wall at ground-level.

With a scoff, Spider-Girl turned to a passerby who seemed to be filming the whole thing on his phone. "You wanna maybe call the NYPD and get them to pick these guys up?" she asked.

"Uh, yeah," the guy confirmed, shifting his phone away from landscape orientation. "I mean, if they deserve it."

"They do," Spider-Girl confirmed, "they just don't deserve to get-"

A black web connected with her shoulder, and she turned to it awkwardly. "...dropped."

Mayday found herself yanked from the street, flying up the building; April had managed to detach most of her body from the wall, giving her a clear shot at her 'sister'. Mayday managed to hit the wall before she was in swinging range, prying April's web free and then leaping over the attempted swing; that put her above on the building's side, and she quickly caught April's first punch and then the second before gripping her forearms and willing her to part from the wall.

April found her feet coming off, and her attempts to re-connect failed. "Come on, keep sticking!"

"Doesn't it suck when you can't do what you want for your birthday party?" Mayday mused.

She threw April away from the building, this time with more force; then she stuck webs to buildings across the street, far enough away that April wouldn't connect with them, and used them to slingshot herself into a flying kick that slammed into April and dragged her into the rooftop between them. Mayday was on her feet first, and no sooner has April righted herself than she was knocked onto the next building yet.

Mayday managed to pin her down, and then willed her to stick; then the sound of police sirens echoed from the street behind her, and she sat up with a sigh. "Can we call it here for today?" she insisted. "I got company at home."

April tried to get up again, and found she couldn't. "How are you _doing_ this?" she demanded.

"Got a birthday present," Mayday replied, "wrapped up in a spider-web."

She dashed off the rooftop and left her 'sister' stuck; by the time she managed to pry herself free, the police had already managed to apprehend the thugs, and April turned in the direction Mayday had gone.

"What sort of 'company' is more important than you being Spider-Girl?"

**Notes for the Chapter:**

> Disclaimer, I have never been to America and I'm getting all of my information on these locations based on Google Search. If I'm getting my buildings mixed up, I apologize.


	6. Causing Some Mayhem

**Notes for the Chapter:**

> The nice thing about Peni not having a solo comic series is that I can make whatever assumptions I want about what sort of things happen in her dimension. With Mayday, I gotta scour the wikis and figure out what her rogues gallery looks like and justify their characterizations with adaptation. But with Peni, I'm free to just make up whatever I find appropriate.
> 
> That said, I kind of wish she DID have a solo series, even if that did end up limiting me (and even despite the fact that I don't read the comics).

"They did _what?!_ "

Everyone at the Parker house was most upset with April's game when it was shared over dinner. "Yeah," Mayday agreed, "I'm not totally sure I blame her for that, either."

"Honestly," MJ admitted, "I might've just let her drop them after hearing that."

"It's fine to imagine something bad happening to people who have done wrong to you," Peter observed. "But actually going through with it is a one-way ticket down a dark path."

Peni looked up to Mayday. "Have you ever tried to... change her mind?"

"April was raised with a much grimmer outlook than Dad raised me," Mayday admitted. "She figures that if someone is doing something wrong, then we should get rid of them. So she targets criminals, and tries to deal with them in her own way." She shook her head. "But she only targets lawbreakers, and those who are aiding or abetting lawbreakers. She's not a bad guy - she's just on the wrong side of the line."

"If you say so," Peni murmured.

* * *

That night, Peni found herself rudely awoken when her body glitched.

The pain was always blinding, no matter how much she tried to say it wasn't - but this time, when the spasms finally stopped, she found her vision remaining foggy, and her ears ringing. Her entire body still wracked with pain like a charley horse, even as she was able to move properly now; a squeak of concern drew her attention to find the little one approaching.

"You too, huh?" she mused. "It's getting worse. I can't sleep like this." After a moment, they turned to SP//dr, and Peni got to her feet. "I guess we could go on patrol."

The two of them got inside and tried to leave the shed as quietly as possible, so as to not wake anyone up. Such practices, however, were no good against one who had yet to fall asleep; Mayday had just wrapped up a mountain of homework (punctuated between subjects with a YouTube video... or five), and was changing into her pajamas when she saw SP//dr take off.

"Peni?" she murmured. "Guess she felt a little cooped up after missing out on today's swing."

With a yawn, Mayday reached for her blankets... and hesitated. She remembered how Peni's glitching had affected her, caused her to phase right through things at the most inopportune times (yesterday she had glitched straight through the bathroom door). If she were to glitch while she was manning SP//dr, they could be left falling uncontrollably - or worse, they could phase right through a lamppost and become solid again with the light in SP//dr's power source.

A glance at the clock revealed it was 10:30.

"...If I'm back by midnight, I can still get plenty of sleep," Mayday told herself, and she went for her Spider-Suit.

* * *

Peni was in the Bronx when she ran into trouble.

Every Spider that Peni had met knew (or had been taught) that swinging everywhere one went was a horrible idea. They would tire themselves out, or run out of webbing, or might well be slower than they were on foot; in Peni's case, SP//dr couldn't exactly fit between tightly-knit buildings like unenclosed Spiders could. So even on the occasions that they chose to swing to their destination, it was often much more effective to run along the rooftops, if their structure were to allow it.

As Peni was running across the roof of an old warehouse building, her Spider-Sense went off - a moment before the roof was _torn open_ beneath her. She couldn't stop SP//dr from tumbling into the warehouse, bouncing off the rafters and landing on six out of eight legs; the reason the _rafters_ were intact when the _roof_ wasn't quickly became apparent when a mess of black webbing was extended across the surface, and a blue figure landed on one of them.

"So," she called, "you're Mayday's houseguest?"

Peni turned SP//dr around to face her. "Yeah," she confirmed. "And you're April?"

"I guess you can call me that," April conceded. "Didn't know Father was making a spider-bot."

"Peter didn't make this," Peni reprimanded, " _I_ did. This is SP//dr." The name appeared on the LCD screen for a moment as she spoke.

"Soo-pii-dah?" April chuckled. "What are you, some kind of Chinese knock-off?"

"I'm _Japanese_ ," Peni snapped. "Well, I'm half-Japanese. What about you? I'm gonna assume they don't call you two 'Spider-Girl Red' and 'Spider-Girl Blue'."

April leapt down. "They used to."

Peni pulled back in the cockpit. "What? I was _joking!_ They actually label you two like light cycles?"

"The Bugle will do anything to give a name to the new superpowers on the block," April admitted. "They used to think me and Mayday were the same person, and the difference in outfit and web was just what kind of mood she was in. But when they saw us in the same place, we managed to set the record straight - and I got a more appropriate name."

She raised her hands at either side and snapped her fingers - much louder sounds than they should have been from such a simple motion. The patterns on April's suit began to distort, becoming haphazard ripples of blue and black all across her body, like someone had taken a picture of a lake's surface after something was thrown in and then darkened the ripples. She reached for her head and lashed her fingers back, and her hair came free, flowing wild behind her; then she cracked her knuckles, and her fingertips sharpened into threatening claws.

The eyes of the suit shifted, becoming jagged-edged triangles.

"Call me Mayhem."

April lashed her claws out at her sides and charged forward; Peni quickly directed SP//dr to leap over her, switching to a humanoid configuration before it landed. A buzzsaw blade emerged on one arm as April turned around, firing a black web at the mech; the strand was quickly shredded to nothing, and SP//dr charged forward before she could recover, grabbing her by the arm and dragging her overhead and then into the concrete floor with a harsh _crack_.

The cracks hadn't finished spreading before SP//dr twisted into a spin and hurled April towards the doors; she connected with a sound like a gong being struck, but recovered quickly as Peni directed the mech forward. A shot of web from SP//dr was easily avoided, and when Peni tried to send a stream in her direction, April leapt over it and let it pass beneath her before hurling a burst of her own; the direction meant that SP//dr's leap to avoid it only meant that it grabbed the mech's legs instead of its arms, pinning it to the floor.

Peni scoffed, shifting the mech to a more spider-like configuration and then deactivating the magnetic levitation for the rearmost limbs before directing SP//dr to dash forward on the remaining six. April barely had the chance to register the negated advantage before the mech tackled her; two arms seized her shoulders before SP//dr leapt into the air, seizing the rafters just long enough to get lift towards the web spun across the hole in the roof. April was hurled towards the floor again, and SP//dr grabbed the web and began to bombard her with enough strands to mummify everything below the neck.

"Can I go now?" Peni demanded. "I'm not even supposed to be out here tonigh- _huh?_ "

A darkness was extending across the webs that covered April; against all expectations, she got to her feet, the webs _vanishing_ into her suit. Then the web that SP//dr was clinging to abruptly _dissolved_ , leaving the mech tumbling towards the ground. April found herself standing between SP//dr and its still-stuck limbs; she launched a web to either side of the mech as it tried to stand, and the webs _arced_ around Peni, grabbing all six of the remaining limbs despite the rear ones being obscured by the fore. SP//dr tried to cling to the floor, but all that did was rip out a chunk of concrete when April turned and hurled the mech towards its other two, leaving it colliding harshly.

"How are you doing that?!" Peni demanded.

April chuckled. "What," she taunted, "you don't have symbiotes in Japan?"

A crackle of electricity drew her attention; the missing chunk of concrete had exposed what looked line a power line. April glanced back at Peni before rolling her eyes; then she fired another pair of webs at SP//dr, this one connecting with the body of the mech, and once they were secure, April stepped onto the power line.

Warning lights began to flare in the cockpit as voltage ripped up around the mech; Peni was horrified to see electricity arcing _down_ the two webs, _towards April_. The lights in the warehouse began to intensify, bulbs shattering from overload; the mech's power indicator rapidly drained, going to critical in a matter of seconds, and SP//dr didn't even have time to switch into emergency mode before it was completely drained.

The magnetic levitation between the limbs and body died out, and the cockpit fell to the ground, rolling ineffectively between its trapped limbs; the only light still on in the warehouse was the one directly above Peni, like a spotlight to denote her vulnerability.

April let the webs connected to her dissolve, shaking her hands and leaving sparks flying in the air; her hair seemed to be _floating_ , the residual charge giving it lift. " **This** is why I didn't join in on the fun with Normie on our birthday," she muttered. "I'm gonna have anti-grav hair for, like, a week."

With a shake of her head, she started towards Peni, who found herself trapped. Without power, she couldn't open up the cockpit (now she knew why the original SP//dr was designed to fail open); even if she managed to trigger the manual unlock, the reinforced chassis (designed to reduce vulnerability to penetrating blows) meant it was too heavy for her to move it aside in any reasonable time.

She had no options to even consider before April was up in front of her; her hands set upon the LCD screen that covered the front of the cockpit, and thin black tendrils reached through the cracks, finding the locking mechanism and shifting it into the unlocked position. Once they retreated, she clung to the surface, nudging it to and fro to try and get it to open before realizing that it 'fell' open; then she stepped back and adjusted her grip as it came down, looking inside at the pilot.

Peni felt the twinge of her Spider-Sense, and knew that April was experiencing the same thing.

"You're... like me..."

"No," Peni denied. "I'm like Mayday."

April slammed an angry fist against the chassis, causing it to shake slightly and pushing Peni to shift her stance to stay upright. "What's that supposed to mean?"

"...I'm more like Mayday than I am like you," Peni insisted. Then, realizing; "But come to think of it, I'm more like _Peter_ than I am like either of you."

"Father?" April stepped back, surprised. "How so?"

"I got my powers by chance," Peni replied. "Bitten by a spider, and left with new abilities that I neither understood nor knew what to do with. I thought they just let me do whatever I wanted, and I _did_ \- until someone close to me got killed, because of my actions." She shook her head. "That's when I learned to do what **had** to be done - and when the time came, I swung into action, and I saved New York, again and again and again."

She smirked, remembering what Mayday had said. "Although _my_ New York is half-Tokyo."

April looked over Peni's mech in astonishment. "Your what?"

"I'm from another dimension," Peni replied. "Different in so many ways that you can't even imagine."

"Then why are you _here_?" April demanded.

"Because the alternative was to let innocent people get thrown in here, to su **f** _f_ **e** r." Peni's body glitched in mid-word - only for an instant, not enough to incapacitate her - and April's shocked response told her that it only amplified her point. "Because that was the only option I had to save them. _That's_ what it means to have powers like us. Not being an executioner, or joyriding for the thrill of it, but doing what needs to be done to stop innocent people from getting hurt. It's not a right.

"It's a _responsibility_."

That last word was a mistake. April's expression changed immediately, and Peni didn't have the chance to react before Mayhem's right hand came forward and punched her across the jaw, throwing her back into the cockpit.

"You want to talk about responsibility?!" April demanded. "What about the one _responsible_ for **this?!** "

She lashed her hands out at her side, and the suit began to _ripple_ , the black haphazardry shifting across the blue surface like some sort of void had been rendered in fabric. "He was a _monster_ , attacking this city time and again for the hell of it! Father beat him down, again and again, and that madman always came back for more, because he _enjoyed_ raising hell! And when he _couldn't_ come back, and Father thought it was safe to settle down, the madman found out about his family and **didn't think** **twice!** I was _stolen_ from my family as an _infant_ , and taken to a laboratory! When Father came after him in webs and demanded his daughter back, that madman handed him a _clone!_ He never told Father about me, and infused me with a homemade **Venom!** "

Peni started as a many-fanged mouth momentarily opened on April's mask, screeching in her anger; the dimensional foreigner was petrified in fear as April raised her hand and made to bring it down.

A blur of red descended between them, and halted the blow in mid-fall.

"I thought we agreed to disagree about the whole daughter/clone thing."

Mayday threw April's arm aside and set one hand on her chest - and her 'sister' as thrown thrown backwards by a repellent force. Peni took the opportunity, climbing out of SP//dr's cockpit while her aggressor was distracted. "Mayday!"

"Please tell me you didn't come after her on purpose," Mayday begged.

"I didn't," Peni insisted. "I glitched in the middle of the night and went on patrol to try and tire myself out."

April managed to pull herself to her feet; her attention was still on Peni, even as she aimed a finger at Mayday. "She makes all the same mistakes!" she snapped. "Normie and the Face brothers keep coming back, time and again, no matter how many times she beats them down. And still she stops short of finishing the job, leaving them to the cops thinking that it's gonna change anything! Father was no different! He had countless opportunities to end the madman who did this to me, and he didn't have the **_balls!_ **" She shook her head. " _That's_ what our responsibility is! If we want to do something good for the city, we need to _purge_ scum like that properly! Spider-Man should have killed them! And Spider-Girl is _going_ to kill them!"

She scoffed, and her suit ceased its warping, solidifying back into the mirror of Mayday's suit as she turned to her 'sister'. "Or rather, _Spider-Girl Blue_ is going to kill them. If Spider-Girl Red can't work up the courage."

Mayday glared, taking a ready stance.

April's suit began to shift again.

And the last light in the warehouse went dark.

Peni started, looking up as the glow faded out. This wasn't the same as the other bulbs breaking from excessive power - this one was still intact, it just looked like it had become loose all of a sudden. Mayday and April were left looking around in panic, each suspecting foul play from the other before a voice began to speak, echoing through the warehouse as it sung to an unfamiliar tune.

" _Spider-Men, Spider-Men  
There are plenty of Spider-Men_"

The voice seemed to be constantly moving as the three girls standing there tried to make things out; the moon outside was nowhere near bright enough to illuminate the warehouse through the hole in the roof.

" _And Spider-Girls, and Spider-Pigs  
And tons of other spider-things_"

April made out someone land before her - not because her eyes were adjusting, but because a white surface is visible in all but the most total of darkness.

" _Heads-up!_ "

The white figure moved, knocking April off her feet; before she even hit the ground, something connected with her chest. The strand pulled her into the air and then disconnected, and another connected with her back, slamming her into the ground as the white figure leapt past her.

" _Here comes the Spider-Gang!_ "

With a growl, April got to her feet, yelling, "Show yourselves!"

" _One has guns, one has grace  
One has a Dia de Muertos face  
__One's a mech, super-tough  
One can zap you with a shoulder-touch_"

Something connected with her shoulder and abruptly came into existence - a dark figure with white eyes half-lidded. April heard a sound like a defibrilator charging up, and a glow travelled through its body, revealing a spider on its torso that looked spray-painted.

" **Hey...** "

Voltage coursed through April's body, and this time it didn't have anywhere to go. She was sent flying backwards with much more force this time, slamming into the warehouse doors and sending lightning through their form as the light above SP//dr was ignited again - this time by a much more visible hand, belonging to a figure in white and black in ballet shoes and a hood.

" _Here comes the Spider-Gang!_ "

Peni beamed as she recognized the two. "Miles! Gwen!"

"Hey, Peni," greeted the hooded girl. "How'd you get here?"

Mayday stumbled back. "I don't think I'm ready for this."

April prised herself off the doors, glaring at the two newcomers. "I was pushing my luck with two in succession," she muttered. "You gonna gang up on me?"

"I mean, yeah," admitted the spray-painted one, "if you're gonna keep pickin' on the pilot when her mech's shut down."

"Then I'm _out_ of here," April snapped. "Have fun with the coward."

She turned away, dragging one door open with speed like no one else could and then slamming it shut hard enough to clang against the other.

The white Spider huffed in disdain, reaching under her hood. "Not exactly getting back up, is she?" she mused as she pulled her mask off; she was fair, bordering on pale, with uneven blonde hair that looked like it had been shaven as short as possible just around her right ear, and had only just started growing back. Her suit was only white above the chest area, giving way to black in a pattern that looked like the neckline of a dress; web patterns against pink traced her elbows, and a similar patterning decorated her hood as well.

The black Spider lifted his own mask up without pulling it off as he turned around; he was of much darker complexion, and the way his mask sat implied it was hiding an impressive head of hair. "Not complainin', if she's got an attitude like that." The black of his ensemble was interrupted by red over his shoulders and across his hands, and when it caught the light, web patterns were visible in such a way that looked like it was an uneven surface rather than something printed onto it.

"Is this a mask-off party," Mayday asked, "or do you mind if I'm the odd one out?"

Peni turned to her. "Don't worry, they're friends of... mine..." Her gaze narrowed, and she turned towards the rafters. "Except for that one."

"He's with us," insisted the girl, following her gaze. "You gonna come down?"

"If we're going to do this here."

A much more ominous figure descended, catching both Mayday and Peni off-guard. His suit was a dark blue, with red patterns on the torso that looked more like a spider's _skull_ ; narrow strands connected it to red running down his arms, though it ended on the backs of his hands. The red on his mask didn't completely encircle his eyes, but instead stopped short of 300 degrees around, jutting down to trace his nose instead and looking most ominous.

On one wrist was a metallic device of some description.

**Notes for the Chapter:**

> Yes, I saw the post-credits scene, I wasn't just gonna ignore that. That being said, this doesn't mean a quick-fix to Peni's problem, and I don't want any of you assuming that it does.


	7. A Dark Road Home

**Notes for the Chapter:**

> The fact that Miguel's power-set is so variant from the usual Spider gives me the opportunity to have some fun. I mean. Peni is a mech pilot and just has the Spider-Sense, but the mech still does everything else that the usual Spider does - wall clinging, enhanced strength, and artificial webbing. Miguel has claws to penetrate surfaces instead of adherent powers to stick to them with, natural webbing coming out of his arms instead of equipped webshooters, enhanced sight/hearing that hurts as much as it helps instead of an abnormal Spider-Sense, and he has FANGS. A robot with flashbangs in a vibranium battlefield would wreck his day in a way that a normal Spider could handle easily.

Alright, I'm afraid we've gotta do this one more time.

My name is Miguel O'Hara. I worked for a company called Alchemax, which was experimenting in gene splicing in an effort to recreate the powers of the one and only Spider-Man.

Our intentions weren't exactly noble. Alchemax was a corporation with a lot of power and not a lot of morals. Our intention was to give Spider-Man's powers to an individual who would sever as the ultimate corporate raider, able to break into rival companies and abscond with trade secrets unharmed - in complete defiance of what Spider-Man is supposed to be. I was the lead scientist in charge of the experiments.

And the first time we got a result instead of a non-result, the volunteer died.

I was disgusted at my own actions, and tried to shelve the project and quit the company. My boss didn't like that idea, and poisoned me with a drug that would bond with my DNA and overwrite my genetic code, resulting in a crippling and irrevocable addiction that would kill me if it wasn't sated. Alchemax was the developer of the drug in question, and its only legal supplier. It was his intention that I would be forced to stay on and be a good little project manager, and in return I would be given my fix.

I disagreed, and went to my old lab to retrieve my real genetic code, which I had used for the project base. But a jealous coworker chose that moment to sabotage me, and corrupted the sample with a spider's genetic code - too late for me to abort.

By some miracle, it didn't kill me too. I found myself with new powers - powers that could serve the role of Spider-Man. And when Alchemax heard of it, and tried to come after me, I decided to _become_ Spider-Man, and bring down the company that was exploiting innocent people like this.

At least, that was the original plan.

_"I was gone for less than two hours, what happened?"_

Something came up that made me put my crusade on hold - an interdimensional event that threatened to tear the multiverse apart. It didn't, but it came pretty damn close, and it weakened the barriers between dimensions. In my dimension, the technology existed to make use of that - if those who had it knew about the possibility. But the same event that had caused it had dragged people to another dimension. They had gotten lucky - they'd found their homecoming. There was no guarantee that the victims of another such event would do the same.

Alchemax could wait. With the power I had, I had to keep my eye out - for those stranded far from home. But I couldn't do it myself, so I enlisted the aid of others like me; other Spiders, with a strong sense of responsibility, and a desire to do good, and closer ties to the Spider-Man I strove to recreate.

If I can't do it, they will - because no matter how many times they get knocked down, they always get back up.

* * *

Miles' electricity was able to recharge SP//dr if he was careful; once the mech was up and running again, Gwen suggested they take the bus to the Parker house.

Mayday was lucky she'd picked her reversible Spider-Suit with the civilian outfit on the other side (having washed it after the entanglement with April and neglected to pack it back up yet, it had still been sitting out when she'd gone after Peni). The new arrivals had similar levels of preparation with their outfits; Miles had a hoodie he could zip up to obscure the spray-painted spider on his chest, and Gwen's hooded Spider-Suit didn't look particularly suspicious in and of itself if she took the mask off and left the hood down. Miguel had a whole civilian outfit of his own - a red T-shirt, dark jacket, jeans, and a pair of thick sunglasses - and simply loaded his Spider-Suit into a briefcase that had been lurking in the corners of the warehouse.

The briefcase still had the price tag from of an office supplies store a few blocks away; Mayday noted that his Spider-Suit was form-fitting enough that he could probably wear it under his outfit on a cooler night than this.

Peni directed the little one to take SP//dr home ahead of them and joined the others on the bus. Thankfully, it was completely empty when they got on; the gathered Spiders went to the back of the bus so as to not raise distractions while they spoke.

"So, you have claws and fangs," Mayday observed to Miguel.

"Yeah," Miguel confirmed.

"The webbing comes out of your body."

"Uh-huh."

"And you don't have a Spider-Sense."

"That is the dumbest name I've ever heard for extrasensory perception," Miguel muttered.

Peni scoffed. "My uncle calls it my 'Peni-tingle'."

"I retract my previous statement."

Miles shook his head. "And you and your bosses figure that's accurate to Spider-Man? Radioactive spider-bites aren't exactly rocket science."

"In my dimension, it's 2099," Miguel insisted, "and Spider-Man disappeared in the 1970s. General understanding was that he died quietly out of the suit, and his family burned it and didn't say a word. We don't have any reliable sources about how his powers worked, we just knew what they let him do. We couldn't exactly nuke a spider infestation and hope one of them survived the radiation long enough to bite someone."

"Fair," Gwen conceded.

* * *

The Parker house was quiet when they arrived. Mayday led the group to the shed; SP//dr was shut down in the corner, with the little one sitting in the web that was spun over the mech (although Miguel didn't seem to see it). The shed had enough room for all of them; once they were all inside, Mayday spoke up. "So, how am I gonna explain all this to my dad?"

Miles and Gwen were looking at the dusty Spider-Suit hanging on the wall. "Your dad?" Miles asked, turning around slowly. "What about him?"

"He's the same Peter we met in your dimension," Peni replied.

Gwen snapped around. "What?! But..." She turned to look at Mayday, and her expression was that of one who was doubting everything. "He's... _What!?_ "

"That... doesn't make sense," Miles murmured.

"Why not?" Mayday asked.

"Because when we met in my dimension, he was still broken up with MJ because he didn't _want_ to be a dad," Miles insisted.

Mayday's gaze fell. "That would be two years before I was born, so... about eighteen years ago?"

Gwen shook her head. "No, no, no. We only dealt with Kingpin, like, two _months_ ago."

"More like _four_ months," Peni insisted.

"Guys, in my dimension, that was a _year_ ," Miles insisted. "To the day. It's the freakin' anniversary of when I became Spider-Man in my dimension. What is goin' on?"

Miguel spoke up. "Tell me you guys didn't actually expect every universe to be moving at the same speed."

Everyone rounded on him. "What?!"

"Oh, for shock's sake," Miguel groaned. "Look-"

There was a knock on the shed door, drawing everyone's attention. "May! Peni! What are you doing in there?"

Peni stepped back. "Uh..."

Mayday shook her head. "No, we should do this all at once."

She stepped forward and pulled the door open; Peter and Mary-Jane were standing there, and both of them looked like they were about to tell her off for the school night before they realized who else was in there.

"Woah," MJ murmured. "When I thought you were old enough to try throwing parties without permission, I was expecting you to hold them in the house."

"So was I," Mayday admitted. "Dad, I understand you know these guys?"

"Some of them," Peter admitted, shooting Miguel a questionable look. "Gwen, Miles, how did you guys get here?"

"That's a long story, man," Miles admitted. "More importantly, though, aren't we a little young to know you guys?"

"Well, yeah," Peter observed, "but we haven't been in the same dimension the whole time."

Gwen blinked. "You're not surprised?"

"See?" Miguel mused. "He gets it."

MJ glanced at Peter. "Gets what?"

"...She doesn't," Miguel observed, looking away awkwardly like someone who knows a conversation has treaded into insensitive territory. "I am not saying anything."

Peter sighed, turning to Mayday. "When we get inside, I'm calling your teachers to tell them you're not going to school."

"That's not being generous, is it?" Mayday asked.

"Not even close," Peter admitted.

Gwen turned to the odd one out. "Miguel?"

Miguel sighed as everyone turned to him. "Every universe runs on a different time axis. The flow of time in each fluctuates when compared to another's. This..." - he beckoned his head in Peter's direction meaningfully - "...is not the most extreme possibility. There may well be universes that are going through entire years in another universe's _seconds_."

"But, hold on," Gwen protested. "I was in Miles' dimension for a little more than a week. When I came back, it was only a little more than a week in my dimension."

"Yeah," Peni confirmed, "it was only a couple days for me, and that lines up with my dimension. Peter?"

Peter nodded, his brow furrowed. "Um, yeah," he confirmed. "Three days in Miles' was three days at home."

Miles shook his head. "You're not gonna tell me all those dimensions 'fluctuated' in just the perfect way that nobody was uneven, are you?"

"It's possible," Miguel confirmed.

Silence filled the shed.

"...But more likely, it was an effect of the displacement," he observed. "You were all separated from your home universes, but your bodies didn't speed up or down accordingly. Most likely, having something from another universe in that universe synchronized the time flow between the two. It didn't do anything to the dimensions in and of itself, but it meant that when you went home, you went home in time."

"So, all you've gotta do is stick together, then?" MJ wondered.

"That sounds like an easy way to get killed," Mayday observed.

Speak of the devil; Peni's body started to spasm, and everyone pulled away as she cried out, her body glitching. No one dared to get close as she writhed, twisting until the pain subsided and left her falling to the floor of the shed; after a moment of trying to catch her breath, she turned to the others to find them all upright.

" _Nantekotta_?!" Peni spat, and Mayday suspected she didn't want the translation on that. "Wh-Why am I the only one who glitched?"

"You must've gotten here uncontrolled," Gwen observed.

Miguel cursed under his breath, reaching for his briefcase. "So you're the one who got displaced to this dimension," he observed. "Guess I should consider us lucky that it was someone who could handle themselves."

"It wasn't exactly by chance," Peter pointed out. "What's this about 'controlled'?"

In response, Miguel pulled something out; it looked like a watch of some description, and it was similar to the one on his own wrist. Mayday glanced at Miles and Gwen, noticing similar profiles on their own arms - although further from their wrists, probably to accommodate for their web-shooters, and in colors that matched with their outfits. "Here," Miguel insisted. "This is a personal dimensional transporter. Put this on, and it'll stabilize your atom desynch - stop you from glitching. And more than that, once you're stable, you can use it to get home - without risk of taking anyone or anything with you."

He held it out to Peni... and found the band to be a bit wider than anyone would expect to fit on her wrist.

Miguel pulled it back, looking over it awkwardly. "Um... the strap adjusts."

"Wait, wait, wait," Peni protested. "What do you mean it won't take anyone or anything with me?"

"Yeah," Gwen added, "you didn't say anything about this to us."

"Your clothes will come with you," Miguel assured them. "But I wouldn't exactly pack interdimensional carry-on. Anything that's too much further from your body than a dangling hood gets left behind." He managed to adjust the strap, tightening it and sizing it up with Peni's wrist; it was still a bit broader than was reliable. "And it doesn't do passengers, either. Any other living beings are rejected from the transport, no matter how tight they're holding on - it's impossible to drag anyone with you."

His body language made it clear that he wasn't expecting Peni to rapidly back up against the opposite wall of the shed, coming to a stop next to SP//dr.

"...What?" Miguel demanded defensively.

"I don't think you got the whole story on her," Miles observed. "That's _not_ gonna work."

Miguel lowered the device accusingly. "How is making sure she gets home and not getting anyone else displaced in the process _not_ gonna work?"

"Well, for one thing, she's not _stupid_ ," MJ reprimanded. "She got herself sent here specifically to make sure it only happened to her, she's not about to use something like that if there's any risk it's going to take an innocent person with her."

"I'm not accusing her of being stupid," Miguel retorted under his breath.

"More importantly," Peni insisted, "I'm not like the rest of you, where I've just got spandex and a mask - I'm inside a freaking _robot!_ I can't just leave SP//dr behind in this dimension, let alone go back home without my freaking co-pilot!"

Miguel turned to face her. "Co-pilot?"

The little one crawled onto her shoulder, giving a squeak that sounded all the louder in the enclosed space.

"What the shock?!" Miguel looked furious. "That thing's still _alive!?_ "

"What's _that_ supposed to mean?" Peter retorted.

"It's a radioactive spider that got loose and bit an innocent person, changing their life forever!" Miguel snapped, stepping forward. "Why didn't you do what everyone else did and squish that thing as soon as it-"

He raised his hand with intent to bring it down on Peni's shoulder, and _everyone_ reacted. Peni raised a hand over the little one in a panic; Gwen webbed Miguel's raised hand and yanked it back; Miles swept at his legs to knock him off his feet; and Mayday slapped his chest, repelling him hard enough to throw him against the opposite wall of the shed.

Peter stepped in angrily. "What is your problem?" he demanded. "That thing's been in her cockpit for longer than I've even known her, and you think it's some mindless creature that needs to get killed off?"

"Are you all out of your shocking minds?" Miguel retorted, pulling himself off the wall. "You're actually gonna leave that thing alive? I didn't think a bunch of Spider-Men were irresponsible enough to- _gah!_ "

He was cut off when Peter slammed a hand into his chest, hard enough to knock the wind out of him - and rather than repel him, Peter _clung_ to Miguel, lifting him off the ground threateningly.

"Don't you **dare** try to use that word against us."

MJ's hand on his shoulder softened his expression slightly; he closed his eyes and took a deep breath, and then his grip on Miguel faltered, causing him to hit the ground again. Then MJ turned to him - and her gaze had a steel of its own as she spoke. "It was Miguel, right? I think it's time for you to leave."

"You gotta shocking be kidding me," Miguel muttered, kneeling down to grab his briefcase.

He started out of the shed, and then turned to Peni; he was still holding the device he had been adjusting. "I'm going back to my dimension to work on the gizmo," he proclaimed. "I'll see if I can accommodate your little _sentiment_ without tearing the multiverse apart. If you smarten up, and decide to leave that _bug_ behind..."

He handed the device to Mayday, whose hand was closest.

"...it doesn't need to be tight for it to work. Just make sure you won't drop it in transit."

Then he turned away, stepped out into the night, and drew back his sleeve far enough to launch a web at the nearest building, pulling himself away.

**Notes for the Chapter:**

> I am totally expecting everything in this chapter to get proven wrong when the Spider-Verse sequel comes out. Except maybe the part where Peni is protective of the little one. But I don't care, I am writing this because I had an idea and wanted to get it out. I don't have standards with my fanfiction like he does.


	8. Paved With Good Intentions

**Notes for the Chapter:**

> ...Okay, I have SOME standards with my fanfiction, but not nearly as many as he does.

Gwen and Miles had temporary residence in Mayday's dimension already. Apparently, Miguel had assumed it would take longer to find who was stranded here than it did, and made sure there was a place for them to stay while they looked; they left the address with Peni and Mayday (a storage unit in Brooklyn) before taking off.

"Kind of surprised they didn't just go home themselves," Mayday admitted as they stepped into the Parker house; Peter and Mary-Jane were making a light meal to cope with the late-night awakening, and the two girls sat down in the living room.

"One year in Miles' dimension is only two months in Gwen's, remember?" Peni reminded her. "If staying in the same place will stop them from desynchronizing, then all the better."

Mayday looked down at the device that she had been given. "Look, Peni-"

"Don't even go there," Peni snapped. "I'm not going home on my own."

"I'm not saying you should," Mayday insisted. "But Miguel said this'll stabilize you, remember? Stop you from glitching."

"But it's not gonna stop my co-pilot from glitching!" Peni retorted. "There's a _link_ between us, it's not just a matter of communication! We _feel_ everything that happens to either of us! If the little one glitches, _I_ get hurt, whether I'm glitching or not! So what's gonna happen when it becomes too much, and my co-pilot disintegrates?!"

Mayday had no response.

Peni got to her feet. "When the little one dies, I die. If we can't both go home, then _neither_ of us is going home. We're both stuck here - and we're both gonna get killed. Might as well go all the way with it."

"...I understand," Mayday conceded.

She set the device down on the coffee table and started upstairs to change out of her Spider-Suit.

* * *

The school had been thankfully accepting of Mayday's 'sick day' when Peter had called the school the next morning - and although Mayday was rested enough that it wouldn't have been an issue for her to go to class, there were more important things to deal with. She had suited up, Peni had gotten into SP//dr, and they headed towards the address Gwen had given them, finding the storage units in short order.

Miles and Gwen were already on the roof when they arrived; the masks came off once everyone had landed, and Peni emerged from the mech and stepped forward.

"So," Mayday asked, "any news?"

"Not exactly," Miles admitted. "Until Miguel gets back with an upgrade, we got no way of knowing how we're gonna fix this." He shook his head. "Unless you wanna try and tinker with it yourself?"

"Miles, that's a dimensional transporter," Peni pointed out. "I hate to admit it, but Spider-Baka had a point. If I try and tamper with it, who knows what could happen? Best-case scenario, it teleports without me, leaves me and the little one behind, and ends up in another dimension - no one knows _which_ \- for someone else to find."

"Technically," Gwen observed, "someone will know which."

She held out her arm so that the device was before her - and something appeared above it. Mayday yelped as a small figure materialized above the gizmo - a tanned, redheaded girl in what looked like a fur coat and thigh-high boots, wearing a pair of sizeable pink glasses with heart-shaped frames. "For the record, I'm not taking sides on the argument from last night."

"What the heck?" Mayday murmured, hunching over to look closer. "Who's this supposed to be?" She reached a hand forward; the girl was about as tall as her palm, and when she moved one finger to make contact, it passed right through.

"Don't do that, please," the girl protested. "My name's Lyla. Kind of."

Mayday narrowed her gaze. "Kind of?"

"I'm a Lyrate Lifeform Approximation from Miguel's dimension," Lyla explained. "LyLA, for short. I'm a holographic AI assistant. But more importantly, I'm interconnected between everyone's gizmos. Put it on and fire it up, and I can reach you wherever."

"I'm not putting it on until Miguel figures out how to bring my co-pilot with me," Peni snapped, and SP//dr glared at her.

"Not taking sides!" Lyla reiterated. "My point is, I can serve as a liaison between you guys when you're not close enough to communicate properly - including if you end up in separate dimensions."

"So can you tell us what sort of progress Miguel's making?" Gwen asked.

"He's... not, exactly," Lyla admitted.

Peni threw her hands up and turned away as SP//dr's expression became unimpressed.

"There's a good reason!" Lyla insisted. "Do you try and program things when you're angry? Miguel's not touching that thing until he's calmed down enough to avoid messing something up." She turned to Miles. "That issue with the mob boss in your dimension almost made the multiverse collapse. We're not gonna risk that again."

Miles sighed. "Fair, I guess."

"I am gonna have to second the Spider-Pilot's opinion on not tinkering with the gizmo herself," Lyla agreed, causing Peni to turn back around. "She's absolutely right about the hazards, and if she happens to mess with my connection, we're not gonna be able to find it."

"Then we're back to square one," Peni mused. "Anything useful to say?"

Lyla narrowed her gaze. "Um, yeah. Don't take things out on people who don't have anything to do with your problems. Yes, Miguel was being a jerk about you and the spider - but that's _Miguel_ 's fault. I didn't have anything to do with his attitude, and neither did any of these guys."

Peni sighed. "Right, right. Sorry. Thanks."

"I'll let you guys know if anything changes," Lyla insisted. "Until then, see you around."

She flickered out from above the device, and Gwen lowered her arm. "Wish it didn't have to be like this."

Mayday spoke up. "So, with Peni being the one stuck here and us waiting on Miguel to give us a ride home, do you guys really need to be here?"

"Not exactly," Miles admitted, "but that doesn't mean we're in a hurry to head home."

"Why not?"

Miles and Gwen traded glances, and Mayday saw a suspicious expression cross their faces.

"Oh, that's why not," Mayday admitted.

Both of them turned red as they faced her again. "What?"

"Because of the time desynch," Mayday recalled. "You don't want to end up moving at different speeds if you have an excuse to avoid it."

"Y-yeah," Gwen admitted. "And it's not just us, either." She shook her head. "It was a shock finding out Peter suddenly had a daughter when it's only been a few months. Are we all gonna end up flying by each other if we go home again? We might not even recognize each other if another catastrophe happens like with Kingpin."

There was quiet for a long moment on the rooftop.

"...Why don't we meet up for dinner?" Mayday suggested. "See where we're at. There's a good all-day breakfast restaurant I haven't eaten at in a while, they've got milkshakes, like, yea tall." She held her hands to indicate the size she was talking about. "I'll see if Mom and Dad want to come, too."

Miles smiled. "Sounds good to me."

"Same here," Gwen agreed. "Where is it?"

* * *

Peni decided to head home early; Mayday went swinging around New York for a bout of patrol. A few blocks away, she decided that she shouldn't leave her parents in the dark again, she drew out her cell phone in mid-meal and dialed Peter.

"Hey, Dad, I- Oh, Mom! Why do you have Dad's phone? _...Again?_ " Mayday shook her head. "Anyways, I don't know if Peni told you, but we met up with Gwen and Miles. ...Didn't think so. No progress with the dimension gizmo, yet, but everyone seemed kinda down." She took on an awkward tone as she asked, "Do you mind if we took them to dinner? ...No, the other one. Not making that mistake again. I just wanna cheer them up a bit."

A twinge of her Spider-Sense caused her face to fall as MJ was responding. "Ah... you rock, thanks. I gotta go. Love you." She hung up the phone and turned around. "Who's there?"

She was surprised to hear the familiar whir of a glider as Green Goblin emerged. "Not here to give you any trouble," he insisted, "just came to collect my stuff."

"Normie?" Spider-Girl got to her feet. "You recover quick."

"Not on my own," the Goblin admitted. "The guy who gave me the new toy offered me a little help."

Spider-Girl crossed her arms. "And who's your benefactor?"

"I don't know if that's any of _your_ business," Normie snapped. "Don't need you breaking in on our partnership."

He turned and soared off, leaving Mayday sighing. "Didn't need a scare for no reason," she muttered.

She dashed to the edge of the rooftop, and was about to swing off when she heard a voice from below. "Hey! Spider-Girl!" She glanced down to find someone standing there - a black-haired figure in an oversized jacket, with a hoodie and sweatpants underneath. "Glad to see you! Can I talk to you for a bit?"

A confused Spider-Girl leapt down. "Something up?"

"Not in a hurry," the man admitted, drawing out a smartphone. "I wanted to talk to you about this."

He held it so the screen faced her in a landscape orientation, playing a video; it was a news report on her clash with Green Goblin, on her birthday. _"...remains unknown. To the relief of many, Spider-Girl swung in to save the day - and found herself aided by an unidentified individual that seemed to be a_ ** _robotic spider_** _."_ A video clip was shown of Spider-Girl swinging up to SP//dr on top of the Empire State Building, though the camera angle meant that Peni was mercifully obscured by the ride of the roof. _"Witnesses have reported that Spider-Girl was seen accompanying the robot when they departed from the site of the battle."_

"So," Spider-Girl mused, "you want to talk to SP//dr?"

"It's not that," the man insisted, turning the screen to face himself and rewinding before pausing the video feed. "It's this."

He showed the frozen image - it was SP//dr glitching.

Spider-Girl's mood changed quickly. "What about it?"

The man lowered his phone. "I've seen this happen before."

"What...?"

"I used to work for the company that appropriated Doctor Octopus' old lab," the man explained. "The superior led a project that involved the construction of a portal of some kind. When they turned it on, someone came through, who reacted like that. They said it was someone from another dimension."

Spider-Girl stepped back. "What happened to them?"

"We reversed the quantum polarity of portal and sent them back through," the man replied. "And the project was shut down. But the superior never had the portal destroyed. It's still there - offline and disconnected from any sort of power source, but it's still there. If we fire it up, we can send that robot thing back to the dimension they came from."

 _A portal?_ Mayday realized. _If it's like what was made in Peni's dimension, or what was going on with Miles, then... it should be able to take her and her co-pilot back home_. "Where is the portal kept?" she asked. "You said it was Doc Ock's old lab? Where is that?"

"In Manhattan," the man replied, drawing out a wallet. "Here's one of my old business cards - that's the address. If you bring the robot, I can meet you there and take you to the project site."

Spider-Girl accepted it. "I want you there today," she insisted, "before noon."

"Of course."

The man turned and hailed a cab; Mayday webbed herself up a building as she looked over the card.

_Bill Ottoman  
_ _Gateway Project, Alchemax_

**Notes for the Chapter:**

> The other day, I went on a wiki walk that ended with the Ottoman Empire, described as a "multinational, multiligual empire", and all I could think of was "multinational and multilingual would be so appropriate for the Spider-Gang, I need to include the name 'Ottoman' somewhere in my Spider-Verse fic".


	9. Unwilling Sacrifice

**Notes for the Chapter:**

> Surprise, odd-numbered chapter without a 'one more time' recap.

"This has happened in this dimension _before?_ "

Peni had been in the shed when Mayday had gotten home. "Yeah," she confirmed in response to Peni's surprise. "And apparently this 'Bill' guy was part of the project that led to it. Whoever his boss was, he figured out how to send the guy back and shut the project down - but _didn't_ destroy it."

"And that's gonna give us a way home?" Peni asked.

"Exactly," Mayday confirmed. "It's gonna take a bit of doing to get the portal running again, but if we can get it done, then you _and_ your co-pilot can go through."

Peni seemed uncertain. "Are you sure this guy is trustworthy? He hailed you down while you were swinging by, and he worked for someone who made one of these portals, and you think you can trust him to turn it on and then turn it back off again?"

Mayday didn't understand. "Peni, do you not _want_ to go home, or something?" she demanded.

"Not if it's gonna endanger a bunch of innocent people," Peni proclaimed.

"...That's fair," Mayday conceded.

Peni glanced at the little one in the web over SP//dr before turning to Mayday. "Look, we'll check it out," she insisted. "But our priority is making sure that portal gets destroyed, okay? I'm gonna try and break into the system remotely so he doesn't get suspicious. Make sure the project files aren't recoverable. If they are, I might need a contact link in order to get rid of them. And that portal _needs_ to get destroyed - properly. If this guy tries to backstab us, you _destroy it_ , okay? No making sure I get through first."

"Okay," Mayday agreed.

"Good," Peni sighed, starting towards SP//dr. "Oh, and grab Spider-Baka's dimensional transporter."

"Why do you want that gizmo all of a sudden?" Mayday asked.

"Even if everything goes right on this end," Peni insisted, "we might end up in the _wrong_ dimension on the other side. This way, I can call Lyla and let her know I'm not in the same dimension as Miles and Gwen."

"Good point," Mayday agreed.

* * *

The laboratory wasn't hard to find; the late Doc Ock had been funded by the first Green Goblin (Normie's grandfather), and had consequently been working out of an Oscorp lab in Manhattan. Spider-Girl and SP//dr arrived on the rooftop opposite the laboratory to scout it out.

"Doesn't look like it's been used in a good while," Peni observed, scanning the building with her mech.

"Which means there won't be any unwelcome spectators when we go in," Mayday observed. "Doesn't look like Bill's out here. Which entrance do we take."

Peni hummed. "SP//dr will fit in the front door."

Mayday giggled. "Guess that works."

She shot a web to the signs above the entrance and stuck her end to the rooftop she was standing on, using it to zipline across and prompting SP//dr to do the same. The doors in question were the kind of undivided double-doors that latched when they were both closed, but wouldn't latch individually; Spider-Girl pulled them open to find Bill standing in a very dusty lobby, pulling what seemed to be an asthma inhaler away from his mouth.

 _Well,_ Peni observed, _if he's untrustworthy,_ _fighting off an asthmatic engineer in a dusty laboratory shouldn't be too hard._

"Spider-Girl," Bill greeted, stepping forward. "And this would be SP//dr?"

"I understand you have a portal?" came through the speakers.

"Yeah," Spider-Girl agreed, "let's get this done sooner rather than later."

"Of course," Bill confirmed. "Come with me."

He led them through the dust-covered building, taking them down to a rather poorly-lit basement. "I took the liberty of looking over the portal before you got here," Bill proclaimed. "Powering it is going to be trickier than I thought. The portal was connected directly to a power line, which has since been removed. There's no way to just plug it into a wall or some such."

SP//dr's display changed to express concern. "Even if there was, a wall outlet wouldn't have enough power for something like that. We'll need to connect the power line directly."

"My webs are conductive," Spider-Girl insisted. "If we can expose the power line, I might be able to hook it up that way."

"That should work," Bill admitted. "The construction is pretty robust."

As they arrived in a wide-open room, he flicked a switch near the entrance. Several lights illuminated, and then flickered out, save for one over the portal - a much larger and more angular design than the one Peni had arrived through, with exposed beam emitters and something designed to extend from the top of the octagonal frame. A rather durable-looking interface was connected near the edge of the portal, with an inset monitor that looked like it could handle a lot before breaking.

Bill seized a flashlight from a desk near the portal, turning it on. "Now, how are we gonna uncover the power line?"

SP//dr scanned the concrete floor of the laboratory, soon locating where the power line ran through - then the mech raised its hands, which extended buzzsaw blades that began to spin. Bill approached the portal frames, opening up what looked like maintenance panels; once the line was exposed, Spider-Girl began shooting webs and winding them together until she had a pair of strands thick enough to serve as power lines without burning out.

She and SP//dr connected them to the device, and it began to hum.

"Yes," Bill cheered. "There we go." He stepped up to the computer and began to tap on it; SP//dr's hand set on Spider-Girl's shoulder, prompting her to turn as the display turned transparent, showing the cockpit inside.

"Destroy the portal," Peni reminded her; it didn't seem to be coming through the speakers. "Once I'm through, or at the first sign of trouble."

"I won't forget," Mayday insisted. "Don't worry."

The display went opaque again as Bill spoke up. "It's online. Initiating startup sequence... Outgoing portal should be active in five, four, three, two..."

He stepped away from the desktop as the machinery started to move; the point at the top began to descend, seeming to serve as a focus point as it descended between the two beam emitters. After a moment, the portal started to whirr, power flowing through it, and soon beams began to emerge from the sides of the frame, dots of color surging forward and colliding with the focuser before starting to open up into a dark rift; a light suction emerged from it, causing anything that hung loose to start wavering towards it.

Mayday could feel her Spider-Sense screaming at her, and immediately, she understood why Peni was so adamant that this portal be destroyed. There was something intrinsically _wrong_ with this - this uncontrolled gateway to another dimension - and it wasn't something that could be left alone, or it would cause trouble bigger than she could possibly understand.

"It's working," Bill prompted, pulling off his jacket but not daring to let go of it. "It's not going to be stable for long. You need to get through. Quickly."

"Yeah," came through SP//dr's speakers. "But... are you sure this'll go to the right place?"

"Sure as I can be," Bill insisted.

Something was off about that; Mayday remembered what he'd said about the original, that someone had emerged and then been sent back through. As her mind tried to pick apart his argument, her gaze fell to the room around them, and she realized another incongruity. The lab above them was uncontrollably dusty - far too dusty to have been repurposed in the years since Spider-Man had stopped fighting its owner. And yet, this room didn't have a mote of dust in it - as though it had been used quite recently, by someone who didn't dare unwelcome particles get into what they were working on.

Too late, she realized what had happened; she had latched onto the hope of Peni going home so readily, she hadn't thought to scrutinize for the truth of the words spoken by the man who offered them.

She turned towards Bill - and saw something extending from his back, towards the desktop.

"Peni, get back!"

Spider-Girl shot a web at the length, stopping it before it could connect with the interface; SP//dr jolted and then leapt away, shifting to its humanoid configuration before it landed. 'Bill' cursed under his breath, and more lengths extended - four black limbs in total, each with six gold joints and a sharp golden claw-tip, connected to his back and folded in on themselves so as to be hidden behind his frame from the fore. One snapped the web clinging to the other limb on that side, and they joined the other two on the floor, lifting him off the ground and making him walk backwards.

He was walking like a _spider_.

"Who are you, really?" Spider-Girl demanded. "What's the real point of this?!"

"I don't owe you any explanations," 'Bill' retorted.

The legs dashed him forward, and he brought back a hand to strike Spider-Girl; she leapt over him in evasion, sticking a web to the legs before him and then winding them around to trap them against the ones behind him. SP//dr quickly dashed forward, one hand grabbing the man by the neck and lifting him into the air before slamming him down to the ground and hurling him across the empty basement.

"We need to wreck the portal!" Peni yelled through the speakers.

"Right!"

'Bill' had managed to right himself in flight, his spider-legs tearing free of the webbing before he landed; Spider-Girl saw him coming as SP//dr approached the portal and moved to intercept him, diving under a claw-swipe and landing a hard blow on his stomach. Any illusions that his primary threat was his legs were shattered when it didn't even knock the wind out of him; he chuckled ominously before grabbing her by the arm, and Spider-Girl didn't even have the chance to adhere to the floor below her before she was dragged up and thrown into the air.

She managed to right herself in mid-flight, shooting webs to either side of her opponent; by the time 'Bill' cut the webs, she had already used them to propel herself down towards him, landing a diving kick that knocked him off his spider-legs. She pressed the advantage while she had it, grabbing two of the legs between the last joint and the blade so they couldn't turn to strike her and then twisting around to hurl him skyward towards the rafters - head-first, spider-legs trailing behind him.

Now Spider-Girl knew there was something _much_ more to him; 'Bill' managed to grab the rafter with his hands, arcing around it with an unusual amount of dexterity and perching upon it with his normal legs, spider-limbs raised around him.

"The files are trashed!" Peni announced as SP//dr dismounted the portal's computer. "Wreck the frame!"

"No, you don't!" 'Bill' snapped.

He leapt forward, his spider-legs dashing him across the rafters as Spider-Girl and SP//dr made to approach the portal; then he came down hard, landing on the mech with enough force to knock it down. Spider-Girl charged him from behind, but 'Bill' only turned around, landing a harsh blow with his spider-legs that slashed across Spider-Girl's stomach and threw her across the room.

SP//dr managed to right itself beneath him, and it promptly threw him off, leaving him stumbling as it got to its feet. Buzzsaw blades emerged from its legs as it charged forward, clashing blows with the spider-legs; whatever they were made of, it took the blows fairly well for the brief moments of contact they had, with 'Bill' choosing to evade the swings rather than deflect them. His own attempts at handicapping weren't particularly effective, either; the magnetic levitation of SP//dr's limbs didn't leave much in the way of dismemberment options, and trying to attack the main body only got a grin from Peni as her reinforced chassis successfully prevented any penetration.

Changing tactics, she went straight for the base of the spider-legs, where they were less mobile - and as her saw blade approached the connection point, she saw the air around them distort.

"Oh, _kuso-_ "

SP//dr and Peni glitched, earning a yell of pain that was garbled through the speakers; her blow passed right through 'Bill', who didn't even hesitate before taking advantage and moving through the pin-down of the mech's arms. Spider-Girl had managed to recover and was charging forward to try and aid Peni; as the glitching faded, 'Bill' braced himself on the spider-limbs and brought both of his own legs up, landing a harsh two-foot kick on SP//dr's chassis that knocked it into the air.

Towards the portal.

" _Peni!_ "

The frame was just barely shorter than SP//dr's humanoid configuration - its hands turned back, catching the upper edges of the frame, and its legs angled to seize the lower edges, barely keeping it out of the rift. Spider-Girl quickly charged at 'Bill' from behind before he could right himself, ducking under one spider-limb's blow and then grabbing two more by the base before slamming him face-first into the ground. As he tried to recover, Spider-Girl threw him over the portal, causing him to land on its other side; he couldn't get at SP//dr without going around, which gave them time.

However little.

SP//dr's limbs were clearly struggling to remain bound to the chassis; Mayday shot a web at the roof and pulled herself up. "Open the cockpit!"

Peni triggered the opening, and the LCD screen lowered as she reached her hand back for the little one. Once he was on her shoulder, Peni seized Miguel's gizmo as Mayday shot a web inside; it connected with her midsection, and she quickly tapped at the controls for a moment before pulling on it, bracing herself as Mayday pulled her out.

SP//dr's limbs shifted, trying to revert to its spider configuration; the closer segments of its arms and legs tried to move apart, and the ones gripping the frame made to close in on the chassis. A moment of struggle as Mayday caught Peni in one arm; then the frame gave way, being torn open as SP//dr managed to condense itself.

Mech and structure both tumbled into the rift.

Without the portal's structure, the rift became unstable; Mayday released her web and stuck herself to the opposite wall as it began to pull stronger, everything scattered around the ground being pulled towards it. Peni braced herself against Mayday's chest as she gripped the wall with as much surface area as she could, desperately fighting the rift's pull in an effort to avoid being dragged to another dimension uncontrollably.

Then the suction ended... and _then_ the rift **exploded**.

* * *

The blast sent tremors across Manhattan - weak, but noticeable - and was visible from a few blocks away. A blue-clad figure on a rooftop noticed the smoke, and turned towards it in surprise.

"An explosion?" April observed. "What the hell is going on?" She glanced in the direction she was going - some car-jacker who already had the cops on his tail - and rolled her eyes before starting after it. "If Mayday gives me trouble over terrorists, she's got another thing coming."

She started towards the smoke, intent on finding out more.

* * *

"May! May! Get up!"

Mayday opened her eyes; her entire body felt sore. Peni was kneeling at her side, with the little one safe on her shoulder; as Mayday started to stir, they both breathed a sigh of relief. "Oh, thank goodness."

With a groan, Mayday pushed herself upright; this place had become a right mess. The laboratory basement had collapsed on itself, bringing a few of the upper floors with it, and the sunlight shining down from noon had replaced the single working light as their source of illumination. The explosion had thrown them aside, and now they were about fifty degrees around the circumference of the room from where they had been when the blast had gone off; _now_ this floor was dusty, although it was more of the dust scattered in destruction than that of abandonment.

A shifting from across the room drew their attention; their opponent had risen on the other side of where the portal had been, his spider-legs having been broken in the chaos. Mayday forced herself to get to her feet as he tried to look around, and was about to charge at him before he stumbled, reaching for his head.

And Mayday's Spider-Sense tingled - in the same way as it had when she had met Peni, Miles, and Gwen.

'Bill' reached into his pocket, drawing out the inhaler; Spider-Girl quickly shot a web across the room, and the device hadn't reached his mouth before it was snagged, yanked out of his hand when she pulled on the web. Peni caught the flying tool as he turned around, glaring at them, and Spider-Girl stormed forward.

And then her opponent _glitched_.

Mayday and Peni both started as his body twisted, distorting, struggling to remain standing. It went on for much longer than Peni's had since she had gotten here; when it faded, he was hunched against the rubble, straining for breath.

Unseen above, a blue-clad figure descended on the next surface up as Spider-Girl stepped forward. "So, you were just going full-out with your BS, weren't you?"

The otherworlder chuckled, pushing himself to his feet. "Oh," he admitted, "don't you dare impugn my honor, Spider-Brat. The best lies contain an element of truth."

"You're not even _from_ this dimension!" Spider-Girl retorted. "How could your boss have possibly-?!"

"Boss?" the man interrupted. "Who said anything about that?"

"Wha-? _You_ did!" Spider-Girl insisted. "You said it was your boss who had this portal made, and it was your boss who left it intact!"

The man shook his head. "I never said _my boss_ ," he corrected. "I said, _the superior_."

Mayday and Peni exchanged confused glances before looking towards him; with a grin, he reached for his chest, unzipping his hoodie and pulling it open to reveal what he was wearing beneath.

A red-and-blue suit, with a spider emblazoned on the chest.

**Notes for the Chapter:**

> Of course, just because I had an idea to use didn't mean I could throw it in without a good reason. Then I needed an alias. In Miles' universe, the comics of the original Spider-Man gave him the false name of 'Billy Barker'. And as for Ottoman...


	10. Superior to One

**Notes for the Chapter:**

> Surprise, 'one more time' recap on an even-numbered chapter.

Alright, we're going to do this one more time.

My name is Otto Octavius. My body is that of Peter Parker, who was bitten by a radioactive spider and served for 11 years as the one and only Spider-Man.

You should all know the rest. He insisted upon interfering with those who tried to do as they pleased, time and again. I was Doctor Octopus, his greatest enemy - of which a man like him naturally had many. No matter to what heights I aspired, he got in my way - and no matter how many times he got knocked down, he always got back up.

My body wouldn't be capable of doing the same - not for long. So I devised a way for us to trade places; my mind found itself in his body, strong and unyielding, and his mind ended up in my body, weak and fragile. I left him to what would have been my fate - a fate _he_ inflicted on me, beating me into the ground time and again. And ever since, I have been Spider-Man - smarter, stronger, superior.

With my unwavering mind in a body capable of so much more, I turned the city to my design. Science, strength, and willpower all came together to form an impenetrable force of nature. I founded a company of my own to fund my developments, and soon I was uncontested - Spider-Man's enemies were crushed, and Doctor Octopus' will advanced. Until one day, another individual arrived.

Another Doctor Octopus.

_"Of all the places..."_

_A minor earthquake while he was out and about wouldn't normally be worth investigating, but Otto - or rather, his Spider-Sense - had suspicions that there was something more to this. When he tried to home on on the epicenter, he'd found someone in a mess of old storage containers on Roosevelt Island; a pale woman in a light grey and black ensemble, with dark green goggles on her eyes and black hair done up in an almost gravity-defying way._

_Otto leapt down, his descent catching the woman's attention. "Forgive me for being suspicious," he admitted, "but finding someone at the origin point of an earthquake raises some questions."_

_"Spider-Man," the woman sighed. "Why am I not surprised."_

_"...You say that like you have some experience with me," Otto accused._

_The woman smirked. "I don't think my experience is with you, necessarily... but I have fought seven more."_

_Otto stepped back. "What?"_

_"Guess this makes **eight**."_

_A rush of grey emerged from behind the woman, and black and gold emerged from behind Otto in return. A clawed length tried to seize Spider-Man's neck, and he managed to catch it between his hands; three more tried to grab his human limbs and found themselves deflected by more arachnid ones. Spider-Man wrestled the claw away from him and pinned it beneath the blade of one spider-leg._

_Another length curled around his neck and was narrowly kept from strangling him as he pinned a third one and caught the fourth between his remaining two spider-legs._ _A sudden disruption simplified things; the woman's body distorted, becoming ephemeral. Spider-Man managed to extricate himself from the one trying to rip his head off, and the moment she was solid again, he pinned all four of them to the ground._

_Otto's eyes widened as he realized they were **tentacles** \- connected to the woman's back - and her own expression changed as well as she recognized the design of the spider-legs._

_"You're..."_

_"...like me."_

She had been stranded from another dimension - and that stranding would kill her, if left unchecked. But the cause of her transportation was science of her own design; though she was, technically, subordinate to another in her own dimension, it was only because he supplied the funding necessary to develop what she needed. I had the means to fund it myself - and so we joined forces, to send her home before she perished.

It was a close thing; the development took six months, and she was about to perish when it was finally working.

_"Are you sure this will get you home?" Otto demanded._

_"Well, it should," Olivia forced out; her body could barely stand at this point, relying on her tentacles to avoid collapsing, and she was no good for much more than coding at this point. "All the other Spider-Men found their way home after it was turned around by the little black one."_

_Otto shot her a look as the focus point descended._

_"...That... came out very wrong," Olivia admitted._

_The beams emerged from each side, colliding with the focus point; dots of light that shifted through every color of the rainbow began to gather around it, gradually parting until it opened into a massive, dark rift._

_"Guess it's a leap of faith," Otto observed._

_"Yes," Olivia sighed, pulling herself towards the portal. "But... I feel like I should have some sort of insurance, don't you think?"_

And she didn't dare to take the risk of going to the other side alone.

_"What?"_

_Otto didn't have the chance to object before one of Olivia's tentacles wrapped around his midsection; his spider-legs extended from his back, trying to secure himself to the lab as Olivia reached into the rift. "You're coming with me, Otto. If this doesn't take me home, I'm not going anywhere safely."_

_Panicking, Otto tried to pull himself away, but to no avail; Olivia's tentacle was already in the rift, and there was no way to stop her from going in. Desperate, he shot a web towards the emergency shutdown on the console and pulled - and though the beam emitters deactivated, the portal itself didn't close until Olivia and Otto had both been pulled through already._

_The other side of the rift was unnerving - an endless void of darkness, with glowing webs scattered about like stars. His body was wracked with pain as he felt himself glitching; somehow, he didn't escape Olivia's tentacle before they found themselves flying between two near strands of one of those shining webs, emerging in a bright city._

_His Spider-Sense went off, and his spider-legs extended to meet the point of impact; Olivia lacked the reflexes, and slammed roughly into a Coca-Cola billboard._

But taking me with her was what screwed her over. We found ourselves in yet another dimension - neither mine nor hers. The good news was that it had reset the clock, giving us six more months to work with. The bad news was that now we were _both_ away from home, both limited and slowly deteriorating.

This dimension didn't have a Spider-Man - and hadn't for a few years. But one day, it did have someone else - a Spider- **Girl**. So we made sure we were under the radar as we worked to find a path home. And one day, that served us well - when another Spider showed up.

_"Wait, wait, wait. Rewind that."_

_Olivia's weak demand drew Otto's attention; he lowered his inhaler and rewound the news clip. "...found herself aided by an unidentified individual that seemed to be a **robotic spider**."_

_"That thing again," Olivia recalled._

_"What about it?" Otto demanded._

_"That was one of the spiders I fought in my dimension," Olivia replied. "What is she doing here?"_

_"Is that of any importance?" Otto demanded. "We need to focus on getting us home."_

_Olivia's gaze fell. "Yes... but what if we managed to take **them** and send them **away** from home in the process?"_

_Otto turned to her. "What?"_

_"Stranded in another dimension, they'll disintegrate," Olivia recalled. "And that means there will be that many less spiders to team up next time someone like us find themselves drawing interdimensional attention."_

_"That's not a bad idea," Otto observed, turning back to the image. "And I think I know just how to lure them here."_

It was fool's play to prey on a Spider's sense of responsibility. And it very nearly worked - but the greatest mistake one can make is to assume that having your victory within reach means that there is nothing that can lead to your defeat.

Otto threw his hoodie aside, the spider's emblem on his chest glinting menacingly in the light from above.

I won't be making that mistake again.

Spider-Girl cursed as this outsider Spider-Man prepared to fight. With SP//dr lost, Peni and the little one were undefended; a Spider-Sense alone wouldn't be enough. Mayday was the only one with any chance in proper combat - and even if he was weakened by being in the wrong dimension, it was going to be a long shot to try and exploit that in battle in any sort of timely fashion.

She was backed into a corner.

After a moment's threat, the Spider-Man raised his hand, launching a web her way.

A rush of blue descended in its path, blocking its flight - and though it halted on the ground, its hair remained lifted.

"No one who pulls a dirty trick like that on a helpless foreigner has any right to call himself _superior_."

"Huh?"

Mayhem lashed her claws forward, striking the Spider-Man across the face and leaving him reeling before raising her leg and landing a harsh kick to the chest. As the Spider-Man was landing, Mayhem caught his arms with a pair of black webs before hurling her ends towards the wall behind him; the webs extended that way, connected with the surface, and dragged the Spider-Man away from her, slamming him into the wall roughly.

Mayday started. "April!"

April turned around. "Get out of here!" she snapped. "You're screwed without that bot! I'll follow once you're clear!"

"Right...!"

Peni climbed onto Spider-Girl's back as she shot a web to the next floor up, pulling herself skyward as Mayhem faced the Spider-Man again. With a low growl, he managed to pull himself free of the wall... by virtue of _tearing pieces_ off the wall, leaving a good head-sized chunk of concrete hanging from each hand. "And what brings you here?"

"Saw the blast, and expected a terrorist," Mayhem admitted. "I don't think we've met - I'm a Spider-Girl who has a few less misgivings than usual about giving manipulative jerks what they deserve."

"We have that in common," the Spider-Man observed.

Mayhem growled, a fanged line appearing upon her mask. "You think you can try and throw her into the void, intending to get rid of her, and act as though you're like me?!"

"But I _am_ like you," the Spider-Man countered, stepping forward. "See, I was preceded by a Spider-Man who couldn't bring himself to tear his enemies apart after what they did to him. He'd ruin their plans, but he'd just hand them over to the authorities to raise havoc another day." Mayhem became visibly uncomfortable as the Spider-Man continued; "So I overcame him, and left him in a position where he couldn't continue - and then I supplanted him, and did what was needed to stop my enemies from doing aught else again." He shook his head. "For a while, everyone loved it - but eventually, they became dissatisfied. Because I did what everyone wanted to have done, and it disturbed them to see it happening."

He came to a stop before her. "Does that sound familiar, Spider-Girl Blue?"

"You tried to throw them into that rift," Mayhem retorted. "A portal to another dimension, without regard for where it went! They trusted you to get her home, and you backstabbed them!"

"Yes," the Spider-Man confirmed. "Because they posed a threat to me, and those I care about."

"Being too cowardly to kill the criminals doesn't change the fact that she _only goes after_ criminals!" Mayhem snapped. "What part of that poses a threat to you?"

"Probably the same threat that you do."

Mayhem turned towards the voice - a woman's voice - and found a clawed grey length lunging towards her face. Her hands came up, stopping it only a few inches from her neck - and the Spider-Man attacked while she was occupied, slamming the concrete chunks still bound to his hands into her head from both sides. The blow stunned Mayhem enough for her grip to slack, and the tentacle extended, closing round her neck and pulling her away from the Spider-Man.

When April's eyes cleared, she found herself looking into the face of a sickly-looking woman with bright green goggles, whose hair was done up like an octopus' mantle.

* * *

"You really think takin' a couple sticks of ice cream up the side of a really tall building isn't gonna look suspicious to _anybody?_ "

"What, you don't have those games in your dimension?"

Miles and Gwen were walking along the rooftops of Queens, chocolate ice cream treats in hand. "I'm just sayin', there's better places to hang out," Miles insisted.

Gwen rolled her eyes. "Yeah, well, none of them have the novelty of trying to imitate a- _son of a bitch!_ "

A rush of red landed roughly in front of them, and as Gwen and Miles pulled back in surprise the shape turned into two figures. "Peni!" Miles realized. "Mayday!"

"Guys!" Peni exclaimed, dashing forward. "We've got trouble!"

"What kind of trouble?" Gwen asked. "Where's your mech? Mayday, are you hurt?"

"It's just a cut," Mayday forced out. "Look, we ran into someone in Manhattan - he's from another dimension, like Peni!"

"What?" Miles exclaimed.

"He's a Spider-Man, like my dad," Mayday insisted. "But he's, like... a _messed up_ Spider-Man. He's got tech that looks like a Doc Ock knock-off - and he built a portal like Peni came through!"

"Did you destroy it?" Gwen demanded immediately.

"Yeah, we did," Peni insisted. "But SP//dr went through, first. We're okay, but we're stuck here with no tech."

Miles shook his head. "Okay, that's like three different plot threads. First things first." He aimed a finger at Mayday. "That's not gonna be pretty if you don't take care of it."

"You sound like my mom," Mayday groaned. "Let's get to my place."

"We need to tell Miguel what's going on," Peni insisted. "I don't think he was expecting displaced supervillains when he made this..."

She fell quiet as she drew something out of her pocket - an asthma inhaler.

"Huh?"

Mayday stared at it. "I took that off the Spider-Man," she realized. "What happened to the gizmo?"

* * *

"What's this, now?"

Getting blindsided can do a number on how well a fighter fares. Mayhem getting blindsided had gotten her ass kicked on several levels, and the Spider-Man had her pinned rather thoroughly; the Doc Ock woman had been encroaching on her when her tentacles (she was only standing on her tentacles) had connected with something on the ground, drawing her attention.

April raised her gaze to find the woman picking something up - it looked like a watch of some description. Immediately did she remember her encounter with Peni's 'friends' - each of whom had been wearing some kind of watch - and she tried to move her hand from beneath the Spider-Man's pin. "That's... not... yours..."

"Perhaps not," the woman conceded, "but that's not to say it won't be useful to us in some way."

She slipped it onto her wrist - and April's Spider-Sense screamed at her to try and stop it. Doc Ock recoiled in a shock, and her body seemed to lose its sickness in an instant - her skin becoming healthier, her posture becoming straighter. Her eyes widened behind her goggles, and she breathed a sigh like someone who had just experienced something incredibly pleasant; her tentacles shifted, lowering her to the ground, and she looked down at herself as though she were surprised she could stand.

"Oh, my," she gasped. "Where in the world did this come from?"

The Spider-Man chuckled. "You look like you just drank from the holy grail, Liv."

"It's just like what happened when we went through the rift," Olivia exclaimed. "Molecular stability - completely unmaking the effects of the dimensional glitching. But... there's more than that. It's like my body isn't even at risk of it anymore." She eyed the device. "Just putting it on turned back the clock. If I..."

She reached for her wrist, pulling off the device, and April hoped that her suffering would return - but there was no such sign.

"No, it doesn't," Olivia exclaimed, smiling. "This will keep us alive - as long as we need it. You need to try this, Otto."

She tossed it the Spider-Man, and April looked up at him in shock. "O-Otto?"

"I suppose in this dimension, there's no danger of that name leading to unpleasantries," Otto observed, putting it on his wrist.

April _felt_ him get stronger, his grip on her becoming all the more fierce.

"Oh, lord..."

* * *

"There's an alternate Spider-Man running around with Doc Ock tech, Peni's mech is gone, Miguel's gizmo got stolen, April hasn't shown up again yet, and you're still focusing on a scratch?"

The Spider-Gang had met up in the Parker house to find Peter and Mary-Jane about to take off. On seeing Mayday was hurt, MJ had insisted on treating the wound; not wanting to break up the group while they discussed what to do, she had instead brought the bandages and a bucket of hot water out to the living room.

At Mayday's protest, MJ glared at her. "May, we're not having this argument again. You're hurt, you need to treat it."

Peter shook his head. "A portal like that couldn't have been made overnight," he observed. "How long has that other Spider-Man been here?"

"The real question is, how did you not notice sooner?" Miles asked. "We've all been there - every time we've met each other, we could _tell_. How did you miss it?"

"I don't know," Mayday insisted. "I couldn't tell until after the portal blew. I don't know what changed..."

Gwen turned to Peni and found her fiddling with the asthma inhaler. "You said you got that off of him?" she asked. "What is it?"

"Well, he's _not_ asthmatic," Peni pointed out. "Which begs the question of what is _actually_ in here. Why was he trying to puff on it when we-" She started as the casing came apart, pulling it open; the actual canister of the inhalant was separate, and she drew it out. "Here. What's this?"

Mayday blinked. "Wait, wait, wait, toss that here."

Peni sent it her way, and Mayday caught it, looking over it. It was a rather small canister in green and silver, with unusual patterns on it; when she rotated it, she realized those patterns were forming a face.

"This is Normie's gas," she realized. "It deadens my Spider-Sense." She looked up at the others. "That's why it didn't react to him - our Spider-Sense reacts _to each other_..." Her gaze fell. "Oh my god, Normie got his new toy from him!"

"That... doesn't make sense," Gwen muttered. "Why would he be deliberately hindering his Spider-Sense?"

It was like they'd spoken of the devil; Peni felt the twinge of her Spider-Sense, and turned towards the door in a panic before realizing that none of the others were doing the same. She had opened her mouth to speak when the pain hit - she and the little one _glitched_ , catching everyone off guard as they writhed in pain, bodies seizing. When it finally subsided, Peni fell to the ground, panting desperately as she tried to catch her breath.

Realization struck.

"I felt that," she realized, raising her gaze to the others. "It didn't happen the first few times, but I felt that one coming!" She got to her feet. " _That's_ why the other Spider-Man was using that gas - he was staying hidden while he was building that portal! He didn't want his Spider-Sense giving him false alarms while he was working on it!"

"But he has Miguel's gizmo, now," Mayday observed. "It'll stabilize him and stop him from glitching - and he's got no reason to suppress it!"

Gwen sighed. "Oh, we're in for a treat."

**Notes for the Chapter:**

> As much as I've enjoyed my rapid update pace, I might end up slowing down pretty quick. Just a heads-up if I don't get a chapter up for the 14th.


	11. Eight-Legged War

**Notes for the Chapter:**

> I've been trying to differentiate "costumed Spider-People" and "civilian identities" in my narration, but it's just too much to keep track of which Spider is which in the fight scene so I just defaulted to their civilian names.

"Peni, you're _not_ coming with us."

Gwen's firm objection caught Peni and the little one off-guard; the Spider-Gang had been about to step out the back door of the Parker house, and as Peni found herself being left out she was distressed to find most of the others sharing the sentiment. "What? Why not?"

"You said it yourself," Miles insisted. "You lost your mech, and now the two of you are stuck here."

"That doesn't mean I can't be of help!" Peni protested. "That Spider-Man is working with technology! I can break into his system and make sure he can't recover what he did!"

"But he's not suppressing his Spider-Sense anymore," Miles reminded her. "You try to sneak into his computer room, and he's _gonna_ see it coming."

"And that's not even getting into the glitching," Gwen added. "Neither of you are stable, yet. We can't just take you in with us if there's a risk of it happening again. He comes after you, you glitch, you're _done_."

Peni glared. "I'm a Spider, just like the rest of you!" she snapped. "You can't just leave me behind like this!"

"What does that mean outside of your mech?" Miles argued. "What kind of hits can you take, personally? Can you stick to anything? Are you flexible enough for your Spider-Sense to make a difference? If I you get a pair of web-shooters, will you be able to make a long swing without your arms coming off?"

"The powers _don't matter!_ " Peni insisted. "It's about what you're _willing_ to do! The mind, the heart - that's more important than the power behind it!"

"Fine, fine," Mayday insisted; Miles and Gwen both turned to her in surprise as she raised her hands in surrender. "You can come with us." She turned aside. "Get the door."

Peni nodded. "Yeah, fair."

She seized the doorknob - and a thick shot of webbing connected with her hand.

"Hey!"

She turned around to see Miles and Gwen already swinging off, and Mayday shook her head. "I'm sorry," she insisted, "it's too dangerous. Don't hate me." She turned around and leapt atop the Spider-Shed before swinging off.

" _May!_ "

Peni slammed her free hand to her mouth when she realized that this was Mayday's home dimension, and using _that_ name was a good way to blow her identity; her eyes darted around, hoping that no one heard that.

* * *

A good engineer understands the value of redundancy - when available - which is why Otto had built himself a spare set of spider-legs shortly after arriving at this dimension. Unfortunately, the construction of the portal had barely been complete at the fatal six-month point; and so the two Docs Ock were left with trying to dig the portal out from under the rubble, hoping that enough remained to make it an easy fix.

They were still digging around when Mayday, Miles, and Gwen arrived - and the latter two were disturbed to see the _other_ dimensional outsider, who was much more traditionally Doc Ock-esque.

"Olivia?" Miles hissed. "What's she doin' here?"

"You know her?" Mayday asked.

"She's from my dimension," Miles explained. "I haven't seen her all year."

"She got hit by a truck in Kingpin's collider," Gwen observed, and received a look from Mayday as she asked, "did you see her get apprehended after the fact?"

"There's no way she was here the whole year," Miles objected, "Miguel said that would synchronize- Ah, _crap_ ," he muttered. " _That's_ how the twisted Spider-Man got here."

Mayday looked over the rubble. "Didn't see April on our way here," she observed. "They must have trapped her somewhere. We need to find her, first."

"Leave that to Miles," Gwen insisted. "Though we're gonna want to do something to head off the other guy's Spider-Sense."

"I'll do that," Mayday assured.

Miles faded out at her side, and Spider-Girl leapt down, webbing the next floor up to use as she descended. To Gwen's concern, the other Spider-Man didn't show any signs of having noticed Mayday until she landed, promptly calling out, "Well, hey there, Spider-Ock!"

The Spider-Man turned around. "Well, well. Spider-Girl Red."

"Oh, _please_ don't tell me you're going to start using that," Spider-Girl protested. "Her name's _Mayhem_ , if you missed that part."

"Not exactly," Olivia mused, throwing the boulders aside. "But she's much more deserving of the Spider-Girl moniker. Much like Otto, here."

Gwen started.

Mayday stepped back. " _Otto?_ " she demanded. "As in, Otto _Octavius?_ "

The Spider-Man narrowed his gaze. "So that name does mean something in this dimension?" he mused. "Perhaps I should go back to 'Bill Ottoman'."

"He was-" Spider-Girl cut herself off, throwing her head back. "Oh my gosh, that name is so _obvious_ after the fact." Then; "Otto Octavius was Doc Ock in this dimension. You're trying to tell me that you really _are_ a Doc-Ock/Spider-Man hybrid of some kind?"

"The superior mind of Doctor Octopus, in the superior body of Spider-Man," Otto insisted. "Greater than the original Spider-Man had ever been. And if a greater Spider-Girl than you could not overcome us, then why did you think to come here?"

An unseen tap on Mayday's shoulder told her that things were set, and she shook her head. "Because you need to be stopped," she insisted. "And I'm _going_ to stop you."

Olivia laughed. "You and what army?"

"Come on," Spider-Girl reprimanded, "this is New York City. An army would be a good step _down_..."

A web shot from above, hitting the ground between the two Docs Ock.

"...from a gang."

Spider-Woman pulled herself down, releasing the web in mid-flight and shooting two more to either side of the Docs so that they wrapped around their extra limbs as she landed between them and then leapt further away. One of Olivia's tentacles grew a sawblade, and she started to move it towards the web to cut it before it was stopped; she turned to the tentacle in knowing horror as it pulled further back; a black-clad Spider-Man appeared with his hands around the neck before throwing it upward, and Olivia barely avoided taking that spinning blade in her arm, instead slashing at the base of that tentacle and ripping it free. Otto managed to cut the webs with his spider-legs, but more webs - black webs - came to take their place, and he yelled in terror as he was thrown into the air by the much more _flexible_ motions they propelled.

April landed next to Mayday as Gwen and Miles joined them. "They got the gizmo."

"We figured that part out," Mayday admitted. "Any idea where they put it?"

"Last I saw it, Spider-Ock was wearing it," April insisted.

"Well, he ain't wearin' it now," Miles observed.

"Guess we just do this the hard way," Gwen mused.

Olivia had managed to recover, although patching her destroyed tentacle was not going to be an option; she angrily lunged her remaining three forward, and the gathered Spiders leapt aside. Otto had clung to the roof after Mayhem had thrown him, and now he shot webs down towards the floor, grabbing a chunk of rubble and pulling it towards him as he descended; his spider-legs grabbed the chunk and hurled it at Spider-Girl, who narrowly leapt over it and let it shatter beneath her before hurling webs of her own at the landing point.

* * *

Peter and Mary-Jane had found Peni trying to wrest her hand free of the Parker house back door; they'd promptly cut the webs with a kitchen knife while Peni was telling them what happened.

"Are you sure you want to go after them?" MJ asked.

"Yes, I am," Peni insisted.

"Okay," MJ conceded. "Meet me in the driveway, I'll take you to Manhattan."

Peni was surprised by that. "Wait, what?"

Peter shook his head. "We were just talking about what to do about Spider-Ock," he insisted. "Weren't expecting the others to take off without us."

He started outside past Peni, and she turned around to see him marching meaningfully towards the Spider-Shed; shocked, she turned to MJ, her eyes asking a silent question.

"I know," MJ admitted. "But that's part of what I love about him."

* * *

A harsh kick from Gwen slammed into Otto's back, throwing him into the air.

Miles quickly shot a web forward to clothesline him, and Mayday seized him by the spider-legs in mid-tumble; April stuck a pair of webs to a chunk of rubble, and the two swung their bounties towards each other, breaking the concrete over Otto's head. Olivia tried to attack Miles while his back was turned, but Gwen's kick knocked the tentacle aside before it could connect, and a black web pinned it to the ground before Mayday slammed a harsh kick into her stomach, throwing her aside.

Otto pulled himself to his feet, and reached for his head - and the Spider-Senses of everyone else reacted to him.

 _Is he **still** puffing Normie's gas?_ Mayday realized. _I mean, I guess if he's not wearing Miguel's gizmo, he'll still be glitching, so the whole false-alarm thing. Now I feel bad for leaving Peni behind._

Olivia's tentacle lunged at her from the side; Mayday leapt over it and kicked her in the chest, throwing her back. Otto drew out one of the Goblin-gas canisters and broke the tip before raising it to his mouth, sucking it straight in; he was still in mid-puff when Miles stuck a web to his back, throwing him into the air before Gwen leapt up and kicked him straight down.

The impact shattered a chunk of concrete, and as Otto righted himself he found his hand grabbing the base of the portal frame - without anything left of the frame itself.

With a curse, he pulled himself away from a diving kick from Spider-Girl, seizing another chunk of rubble and hurling it at her; sure enough, this one exposed the other side of the portal base, similarly barren. A wordless, angry yell emerged from Otto as he narrowly evaded a harsh blow from Mayhem, landing next to Olivia and fending of a web bombardment from the black-clad Spider-Man.

"There's nothing left of the portal," Otto warned.

"No matter," Olivia insisted. "We're not on a timer anymore. Get these spiders out of our hair, and we can start from scratch."

She and Otto lashed out as the Spider-Gang attacked from all sides; April and Mayday were knocked aside, but Gwen and Miles managed to avoid the blows, landing between the two Docs Ock. Gwen seized the base of one of Olivia's tentacles and landed a ferocious kick, earning a scream of tearing circuitry as the tentacle was pried free; Miles grabbed the base of Otto's spider-legs and channeled an electrified Venom Strike through them, and Otto yelled in pain as the voltage ripped through him - and his technology. The spider-legs went limp, and Miles used them as leverage to throw him towards Olivia; April managed to bind them together with black webs and hurled them towards Mayday, who moved to kick them both to the earth.

Their bodies distorted right before the blow connected - and Mayday found her leg entangled in April's web. The webs quickly dissolved as the Docs Ock glitched straight through Mayday, screaming in pain; she webbed the roof above her to right herself before landing as the Docs Ock separated.

Otto got to his feet first; the spider-legs were dragging ineffectively behind him, and he quickly reached back, prying them off his back with a growl. "Well, you're certainly tenacious," he admitted. "Why don't we try something a little more... radical."

He drew a small remote out of his pocket and pressed a button... and green searchlights cast down the Spider-Gang. Mayday raised her gaze in a shock as she recognized several mechanical figures perched along the edges of the basement - the same sort of devices that Normie had been using on her birthday - and at the press of another button, the lights turned red.

"Look out!"

Metal claws began to fire at everyone, causing them all to leap into the air; Olivia had recovered by this point, and used the opportunity to swing her remaining two tentacles at the airborne targets. Everyone launched a web in another direction to try and evade; Otto intercepted April's web with his own, leaving her with no leverage point before Olivia's tentacle seized her by neck. The next wave of projectile claws meant one connected with her arms and legs, the magnetic pull binding them together before Olivia slammed her to the ground.

Mayday charged at Olivia with an angry yell, leaping over the third wave and webbing around the other tentacle before coming down with a hard kick to the one that was gripping April. Gwen quickly webbed the trapped Spider-Girl and pulled her into the air long enough for Miles to come up to her; his Venom-Strike managed to short-circuit the claws without hurting April too badly, allowing them both to leap aside from the fourth wave.

Otto came at Mayday for a heavy blow; though Mayday managed to avoid the strike, it put her in such a position that she was only able to avoid three of the four claws that made to grab her. When she stood, she found herself on the portal base - which was metal enough for the claw's magnet to home in on it - and Otto started towards her meaningfully.

"Get the machines!" April told Miles and Gwen.

She propelled herself through the fifth wave, slamming into Otto to floor him from behind and then leaping away from Olivia's tentacle blow. Mayday found her arms seized by claws as well, which quickly pinned her to the floor; April shot a pair of webs beneath them, which quickly tried to expand between the magnets and the surface they were clinging to. Miles managed to get close enough to fry one of the machines with a Venom-Strike, and Gwen stuck one with her web and slammed it into another, wrecking them both.

Otto made to push himself upright from April's blow - and found someone _else_ landing on him. Mayday and April both started at the red-and-blue figure that had landed on him - a figure who hadn't been seen in New York in almost sixteen years.

"Dad?"

Peter raised his gaze to Mayday. "We're gonna have a talk about leaving your friends behind like that, young lady," he reprimanded.

Olivia was equally shocked at what she was seeing. "Another Spider-Man?"

"Hey, Liv," Peter greeted, standing up on Otto's arms. "How does it feel to be on the other end of the glitching?"

" _You!_ "

The claw-turrets all took aim at Peter, who leapt into the air to leave them shooting beneath him. A web was shot up to the highest surface it could reach, sticking into the roof of the ground floor; then Peter released it, letting it dangle, as he made to descend on Otto again. Otto managed to roll aside, trying to punch Peter and finding the older Spider-Man weaving around it; Olivia tried to lunge her tentacles towards the mess, only for Mayday and April to intercept them, having broken free of the claws.

Miles and Gwen managed to finish wrecking the claw-turrets in time for them to notice someone coming down Peter's web - a younger-looking girl with a spider on her shoulder. " _Peni!?_ "

"Where's Miguel's gizmo?" Peni demanded, dropping onto the floor.

"We don't know yet!" Miles admitted.

"Then I'm gonna find their tech and scuttle the portal data," Peni proclaimed.

"You can't be here-!" Gwen started.

" _Urusai!_ " Peni snapped. "I'm not staying back and waiting to glitch to death while you're all fighting a Spider-Madman! I'm here, I'm fighting, _owari!_ "

Mayday was thrown over the duelling Spider-Men, only to launch a web past Olivia, sticking to the wall and slingshotting herself back. April released the tentacle she was holding back in order to avoid the other one coming at her, and Olivia quickly moved herself away before Mayday's kick could connect.

"Looks like the glitching affects me a little worse than it does the spiders," she muttered. "No matter."

She reached into her pocket and drew out a familiar-looking watch; Mayday and April lunged forward as she slipped it into her wrist, and her body seemed revitalized as it connected, the tentacles intercepting the Spider-Girls in mid-motion. Miles and Gwen decided not to interfere with Peter and Otto's duel, instead coming towards Olivia; she managed to sidestep the incoming Spiders, though the blows connected with her tentacles and knocked the Parker sisters free; Mayday quickly lunged forward and grabbed the body of the gizmo, trying to pry it off of Olivia's arm.

She ended up grabbing a switch of some kind - and the top popped off the watch, revealing an interface.

"Oh?" Olivia managed to pry her hand free as Mayday stumbled back. "So it's not just a stabilizer, is it?" She eyed the interface. " _Transporter..._ Given its effect on the glitching, I'm guessing it's not just going to take me to Tokyo. Let's see where it takes us!"

Her hand went forward and pressed the button in the center of the display.

**Notes for the Chapter:**

> Okay, only a couple chapters left at most, but the slowdown I mentioned earlier is a long-lasting thing so don't expect those to come out in rapid succession.


	12. Generous Reinforcement

**Notes for the Chapter:**

> I planned this in advance, so I want you all to refresh yourselves on Chapter 8 before you accuse me of pulling it out of my ass.

"I don't remember authorizing you to use this."

Olivia's face fell as a woman's voice came out of the gizmo on her wrist; her hand came away from the button, unobscuring a holographic projector that formed a woman's figure above the device.

"Who?" April stumbled.

"Lyla!" Mayday exclaimed.

"Good news, Spider-Gang," Lyla announced. "Update's complete on the gizmo. And we got to give it a test-run - after we found your extra displacement."

A cloud of colored dots appeared above the laboratory basement, causing Peter and Otto to freeze up as a large appeared within them.

"So we know for sure that it works."

The two Spider-Men fighting on portal platform leapt aside as the more ominous Spider-Man descended - holding above his head SP//dr, whose legs were bound to the chassis in his webs.

"Miguel!" Gwen exclaimed.

"Hey!" he yelled back. "The power's out on this thing! You got a charger?!"

"Right here!" Miles assured.

He dashed forward, and Miguel set the mech down and leapt aside as the black-clad Spider-Man slammed a Venom-Strike into the chassis; the electricity surged through the mech, and in short order the lights began to ignite again. The magnetic levitation moved the legs into position, snapping the webs; Peni began to dash towards it, and Miguel moved to intercept her. He was wearing a gizmo on either wrist, and now he pulled one off and held it out so the loop faced Peni.

She swept her hand through it, and a rush of rejuvenation surged through her - and the little one on her shoulder.

Gwen pulled the cockpit open with a web, and Peni leapt inside; the little one climbed into its own place as she closed the thing, and the screen took on a game face as it took humanoid configuration.

"Let's wrap this up nice!"

Olivia was distracted by the events - which gave Mayday the opportunity to pry the gizmo off her wrist properly. She quickly slipped it on for herself as Miguel approached Gwen and Miles, yelling "Update!" as he tapped the gizmo he was still wearing against each of theirs - and the gizmos chimed to confirm the communication's completion.

"That fast?" Gwen exclaimed.

"Man, 2099 got some beefy tech," Miles bemoaned.

Peter managed to close the gap on Otto again, seizing him and throwing him Miles; the black-clad Spider grabbed him in mid-flight and hurled him towards Gwen, who launched a pair of webs past him. SP//dr caught the webs as the white-clad Spider conjoined them, forming a slingshot to drag Otto back towards Peni; the mech promptly released the webs and seized him by the torso, slamming him to the ground. The three Spiders glanced at each other briefly; then Miles and Gwen reached for their gizmos, tapping at the interfaces and then vanishing, and Peni turned the LCD on SP//dr translucent to reveal herself to Otto as she reached for her own.

"Wh-What are you doing?!" Otto demanded.

"You wanna call yourself a Spider-Man?" Peni retorted. "We're gonna show you what the web really looks like!"

She hit the button on her gizmo, and the cloud of color enveloped her and Otto as Miguel dashed towards the melee of April, Mayday, and Olivia. April quickly webbed Olivia's remaining tentacles to the ground, giving Mayday an opening to meet Miguel's gizmo with her own.

"Send her back," Miguel instructed. "I'll join the others."

He turned to Peter, who nodded; the darker Spider-Man tapped at his gizmo as the veteran closed the gap, and both of them vanished into the cloud as Olivia pried her tentacles free of the dark webs. April grabbed them by the bases, and Mayday seized Olivia by the shoulders to help rip the last two out; then she slammed the Doc Ock to the ground, and one hand pinned her chest as she opened the gizmo's interface with her other.

"Lyla, we're taking her home!"

"Of course," Lyla confirmed. "Found where you're looking for."

The gizmo's interface popped open, and Mayday turned to April; the blue-clad Spider-Girl nodded, and seized her shoulder as the red one hit the button.

The cloud of color surrounded the three of them, enveloping them entirely before pulling them into the rift; Mayday made sure to keep her grip firm on Olivia as they tumbled through the dark void, webs of light flying past them as they soared towards Doc Ock's home dimension. Olivia tried to wrestle herself free, but found herself further restricted as April moved to grip her as well.

When the destination emerged, the three of them found themselves tumbling through the air of New York, flying straight down a street - to the shock of several bystanders. As they approached an intersection, Mayday shot a web at one corner of a building, using it as a turning point to swing them around and up; April quickly kicked Olivia down onto the rooftop, leaving Doc Ock tumbling as she struggled to get to her feet.

No tentacles, no other tech - but Olivia still didn't give up, charging at Mayday as she landed. The red-clad Spider-Girl only stepped around two rough swings before bringing her elbow up to bash it into Olivia's nose; as Doc Ock stumbled back, April swept at her legs, knocking her off her feet, and while she was still in the air the blue-clad Spider-Girl leapt clear over her and stuck a web to her chest, dragging her into a harsh swing. Mayday met the landing point of the swing, catching her with a harsh blow, and as Olivia stumbled to her feet she found her heels edging off the roof.

She didn't have time to correct herself; Mayhem was in front of her in an instant, and she quickly struck Olivia in the chest with an open palm, clinging to her and lifting her off her feet.

Her other hand was raised threateningly - not curling her fingers into a fist to strike with, but raised to allow the firing of her webs.

Straight down Olivia's throat.

* * *

Otto tried to wrest himself free of SP//dr's grip as they soared through the void; Peni didn't give him an inch, holding onto him with as many hands as he had limbs to hold until they reached their destination. As soon as she could solidly make out the streets, she threw him down, leaving him bouncing off a puddle and landing on his feet in the dark alleyway.

He glanced up. "Rain...? Where am I?"

His hand reached out to confirm it - and a gunshot sounded. Otto was still debilitated by the Goblin gas, preventing him from reacting until the bullet skimmed his wrist - and shattered his web-shooter, causing the contents to spray out in a messy web that trapped him against the walls. Another gunshot broke his other web-shooter as well, leaving his arms trapped in his webs; then a figure leapt over him in a dark coat and fedora, shoving a pair of sizeable grey pistols beneath his coat before he landed before Otto and SP//dr.

It was a Spider-Man in black and white - the same as the buildings that surrounded them.

"Welcome to 1934, dirtbag!"

He brought his hand back; Otto made to defend himself, and found the webs that had scattered from the destruction of his web-shooters pinning his arms back. He could do nothing but watch as the Spider's fist came forward, hitting him with a hard slug across the jaw and a sharp jab to the gut before raising his foot and connecting with a violent kick. It had enough force to strain the webs that bound him, but not enough to pry them from the buildings; then another kick connected with his back, throwing him skyward in a parabola around his anchoring points, and he caught sight of the white-clad Spider-Woman before the elasticity of his webs slammed him to the dirt.

Gwen tapped at her gizmo for a moment before twisting into an arcing kick; it connected with Otto before he could get to his feet, knocking him to the floor again. Then the Spider webbed his back, pulling Otto to his feet long enough for Gwen to put an arm around his neck, and the dark Spider seized Gwen's shoulder as she hit the button to carry them to their next destination.

Otto thought that opponents with a more human anatomy would make for easier targets - but the Spider proved him wrong, having weight and muscle enough to hold him down even as Gwen clung to them both to keep them together. The next world was much brighter, briefly blinding; even when Otto's eyes had cleared enough to make out what was around him, it was too... vibrant, too colorful.

"What is _this?_ " he snapped. "Some kind of cheap cartoon?"

A high-pitched whistle rang in his ears, slowly making its way down an octave, as a shadow appeared above him; Otto glanced up in time to see a hunk of iron descending his way, barely leaping aside before an anvil slammed down where he had been standing - and promptly putting him in the path of a small, _porcine_ figure in red and blue, which promptly kicked him back towards it.

"You got a problem with cartoons too, do ya?"

Spider-Ham dashed around Otto in a cloud of dust, seizing him by the underside of his feet and lifting him up in one hand before inverting him and battering his head against the ground like a _jackhammer_. Otto managed to seize the ground and pry his legs free, only for the pig to flip back and kick him hard enough to send him reeling - in complete defiance of his size and the strength his frame should possess. The black-clad Spider-Man was standing on his other side, and promptly delivered a swift knee to the stomach before clinging to the back of Otto's head, bringing his opponent upright as he reached into his hoodie.

A wooden _mallet_ was drawn out, its head much larger than the opening it had come through, and Otto didn't even have time to be confused before it was swept across his face, knocking him back over.

"You been carrying that around this whole time?" Ham asked.

"It's not like it's any extra weight," Miles argued, tapping at his gizmo.

He pressed his other hand to Otto's back and raised the gizmo towards Ham, who grabbed his arm and pressed the button to carry them forward. The pig was far too versatile for Otto to break free as they tumbled further onward; before long the next dimension had opened before them, and Otto found himself thrown into a New York that looked much more advanced - one that had barely any traces of the New York he knew.

Two more Spider-Men were waiting atop a structure _vaguely_ reminiscent of the Empire State Building - one in red and blue, with a black spider on his chest, and one in dark purple, with a red spider's skull. The moment Otto came into range, Miguel struck him full across the face with the claws of his left hand and then the claws of his right before landing a harsh kick that knocked him off the roof; Peter quickly hit him with a web, dragging him back into reach and connecting with a hard punch to the stomach that left him doubling over before throwing him towards Miguel - who had raised his mask just enough to bare his mouth.

The darker Spider-Man wrapped his arms around Otto's, holding him in place as he sunk his fangs into his victim. Otto felt his body trying to fight the effects, his movements stiffer and slower as Miguel threw him back to Peter; the gizmo beeped a few times before he locked arms with Peter's, securing them as he hit the button to continue.

Otto couldn't even _try_ to put up a fight through this trip; by the time his body had mobility again, they had already come out the other side. The streets below had much more _forceful_ characters written on the store-fronts - though Otto could only tell from a distance, as he slammed into a web that had been spun across the streets. SP//dr landed before him as he rose up, and the crowds below began to cheer.

" _Su-pi-da! Su-pi-da! Su-pi-da!_ "

"See this?" Peni snapped through the speakers. " _This_ is what it means to be a Spider! Not striking down your opponents, not deceiving the masses, not even giving the people what they think they want - but saving those who need saving! Making sure everyone _knows_ that there's someone to stand between the city, and oblivion!"

SP//dr charged forward, and Otto made to meet the blows - but the mech had more limbs than he could defend against, and even as he stopped two, four more connected with his torso, lifting him up. Webs began to bind his body as Peni pried the web beneath her apart; the halves served as a slingshot by which she could launch herself atop the tallest building, pinning Otto against the roof.

"You don't deserve to call yourself a Spider, Otto! With your deceit, and hubris, you barely even act like a _Man!_ "

Colored dots consumed the two of them one more time, carrying them through. When he came out this time, he found himself thrown to the floor in his own laboratory in Parker Industries, in the same open-space where he and Olivia had constructed their first portal. The portal itself was in pieces, the fragments of the frame still lying around the mechanics; the Spiders he'd fought so far were all gathered there - black, white, monochrome, pig, fanged, and mirror - and now the mech hurled him into the center of the ring, still bound.

"What did you do with the real Spider-Man of this universe?" Miguel demanded.

Otto tried to pry himself free, only to find his bindings too thick to break through. "My mind took his body," he proclaimed. "His took mine."

Peter stepped forward with a stomp. "And then what?" he demanded. "What happened to him?"

Otto shook his head. "I left him to his fate!" he snapped. "The fate he'd inflicted upon me, beating me down so often that I was already on the edge! I took his place, and left him to die!"

The monochrome Spider had reached into his coat for his guns when a much different voice emerged from the corner of the room.

"Funny, that a scientist would have such a poor opinion of science."

**Notes for the Chapter:**

> Two cliffhangers in one chapter. I feel kinda bad for this.


	13. Farewells and Welcomes

**Notes for the Chapter:**

> This chapter was originally uploaded on the same day as Chapter 12 due to a major guilt-trip from the double-cliffhanger immediately preceding. However, it seems to have gone unnoticed, which has just made me feel worse. Reuploading it to make sure my readers don't miss it.

At first, the figure in the corner of the laboratory had the Spider-Gang on their guard, in no small part due to the presence of a sizeable amount of technology surrounding him. But after a while, it became apparent that it wasn't any sort of weapon or threat; it was a figure in a wheelchair, surrounded by what looked to be a mobile _life support_ setup.

"...Parker?" Otto forced out.

The monochrome Spider chuckled. "What do you know," he mused. "Looks like the mind can do it all on its own."

Otto continued to struggle as his Peter Parker directed his chair forward. "How are you still alive, after all this time?"

"I laid low," Parker insisted. "Hoping you'd give me the opportunity to get my life back. But I wasn't expecting it to be something like this." He looked up at the assembled Spider-Gang. "I'm not gonna get the whole story, am I?"

"Honestly," Spider-Ham insisted, "I don't think we'd be able to do it justice."

Parker chuckled, which soon turned into a coughing fit. "I don't think I'd be able to last the whole thing," he admitted. "But... it's nice to know I'm not alone."

The gang all smiled, and Miguel stepped forward. "You gonna want some help switching back with this guy?"

"I think I'll be good," Parker admitted. "He didn't exactly make me sit down in it the first time. But... I wouldn't say no to some insurance."

* * *

For a terrifying moment, Mayday could do nothing but watch. Olivia was battered, bruised - in ill condition to try and keep herself up on her own power. The only thing stopping her from falling off the roof was April's hand clinging to her chest, which left her with no way to avoid whatever Mayhem tried to do to her.

Nothing but the wind, for the longest moment; then April spoke.

"You do this again - you travel, you lure, you cause trouble for _any_ dimension but yours - and **these webs** will be waiting for you."

She released her grip on Olivia's chest, and Doc Ock cried out as she began to fall. Then, after she had fallen half a floor, April thrust her hands down, launching webs to snag Olivia's arms and then manipulating them to reach down for her legs. With a twist of her arms, April brought Doc Ock into a spin, binding her in black webs; then she slammed the ends to the rooftops, leaving Olivia hanging a little more than arm's reach off the streets for the authorities to apprehend. With a deep breath, April stepped away from the building, her mask peeling off her face.

Mayday loosed a sigh of relief, pulling her own mask off. "I thought you were going to kill her."

"I would have," April admitted. "If she'd come alone. But Otto showed me where the dark route leads." She shook her head. "If I have to choose between changing just a little bit, or turning into something like him... change can't be all that bad."

She turned around. "Think our New York has enough room for one more Spider-Girl?"

With a smile, Mayday closed her eyes. "I'm not calling you Spider-Girl Blue," she insisted.

"And I'm not calling you Red," April returned, and a smile briefly appeared on her own face before falling again. "Do you think they'll accept it? Me changing?"

"Dad had to put up with the Bugle calling Spider-Man a criminal for a good few years," Mayday pointed out. "I think you can handle them making assumptions about Mayhem before they see you're willing to be a real hero."

She caught April by the shoulder, pulling her into a close hug.

"Come on. Let's head home."

* * *

Mary-Jane had just gotten down to the lowest level of the wreckage when clouds of colored dots began to gather there. She kept herself hidden in the rubble around the stairwell before a figure clad in red and black emerged from it - with her mask off.

MJ came out from the rubble, beaming. "May!"

"Mom!" Mayday dashed forward, catching her in an eager hug. "What are you doing here?"

"I drove Peni here," MJ insisted. "What happened? Where is every...?"

She trailed off as she realized who else was standing there; April looked quite wary and awkward as Mayday pulled out of the hug. "Mom, it's okay," she insisted. "April's fine. She's willing to do it right, now."

"Are you sure?" MJ asked uncertainly.

"She just spared the Doc Ock that started this mess," Mayday admitted.

MJ's expression softened, and she turned back to face April as she started forward.

That was as far as they got before another cloud began to appear. April and Mayday both turned around as the rest of the crowd began to emerge there - Miguel, Miles, Gwen, Peter, and SP//dr all descended in the basement, along with two more Spiders that had the Parkers double-taking.

"Is he in black and white?" Mayday murmured at the sight of the monochrome Spider.

"Where is the wind coming from?" MJ muttered at the billow of his trenchcoat. "We're in a basement."

"Is that a pig? April hissed on seeing Spider-Ham. "That's a pig, isn't it. Where did they get a pig?"

Miguel stepped forward. "Looks like everyone's safe on this end," he observed. "No follow-alongs?"

That snapped them out of their reverie. "Um, yeah," Mayday confirmed. "No extra passengers. Olivia's back home, and waiting to be apprehended."

"Apprehended?" Peni murmured over SP//dr's speakers.

The LCD face was pointedly looking at April, who raised her hands. "Apprehended," she confirmed.

"Guess that wraps things up," Peter mused, stepping forward to rejoin his family.

Mayday glanced at her wrist. "I guess with everyone in the right dimension," she observed, "you're gonna be taking the gizmos back, right?"

Her words were directed at Miguel, but her eyes were elsewhere. Gwen turned away uncertainly at the reminder, that her hood obscured her face, and her tone was almost desperate as she spoke. "I mean, if this happens again..."

"You guys will be the first to know," Miguel insisted, turning around. "But we can't be jumping around the multiverse all willy-nilly. When we get everyone home, the gizmos come with me."

Miles looked like he was about to protest, but no sound emerged before he let his gaze fall. Then his hand shifted; Mayday realized he was holding a wooden mallet, and he turned to the unfamiliar two. "Hey, Ham," he called. "How long has it been since Kingpin?"

Spider-Ham started. "Huh? Well, that came outta nowhere. A year, hasn't it?"

He turned to the black-and-white Spider, who nodded. "Sounds about right," he confirmed. "Why do you ask?"

Miguel gave them an uncertain look before rounding on Miles. "That's not quite a coincidence, is it?"

"Not exactly," Miles confirmed flipping the hammer in hand. "You're the one who said - somethin' in one dimension ends up in another, they end up in sync. I thought it was just people..." He slipped the hammer into his pocket - to the bafflement of the Parker women - as he turned to Gwen. "...but maybe it don't quite take that."

Gwen turned around, surprised, before turning to Miguel. "Is that safe?"

"I... think so," Miguel admitted. "I mean, we noticed the mech get displaced because it happened while we were paying attention. There haven't been any adverse effects from... that." He looked quizzically at the pocket Miles' hammer had gone into. "But... what are you intending to do?"

"If couple souvenirs aren't gonna kill anyone," Peter insisted, "then we've got plenty to spare."

He pulled off his mask and tossed it to the monochrome Spider, who caught it with a surprised look. Miles and Gwen each went for their left wrists, drawing off one web shooter and then offering it to each other - Gwen's by-design white and Miles' spray-painted black were a sharp contrast against each others' suits, yet neither of them said a word as they slipped them onto each others' bare wrists.

Mayday pulled off her gizmo and slipped it inside her mask. "No letting time fly by each other," she proclaimed, tossing the resulting sack to Miguel.

Miguel caught the mask with a snicker. "I guess 2099 won't be able to tell the difference between Spider-Man and Spider-Girl if I hang a memory on the wall," he observed.

SP//dr's display cleared to show Peni in the cockpit, wearing a smile. "Alright," she insisted, "let's get everyone home. See you guys next crisis!"

April giggled in recognition, and Miguel looked into his gizmo. "Lyla?"

"Configuring destinations."

* * *

Alright, can we do this one more time? Just one more, I promise. We'll call it here.

My name is Peter B. Parker. I was bitten by a radioactive spider, and for 25 years, I was the one and only Spider-Man.

Everyone here knows the rest. I saved the city, had a relationship go up and down, saved the city some more, maybe a little too much. I went through an unsexy phase that knocked me down hard, went on a whirlwind adventure and found out that I wasn't the _only_ Spider-Man. And then I got back up, patched things up with my wife, and I kept saving the city - until I didn't need to anymore.

"Morning."

The foggy murmur coming into the kitchen drew a few chuckles from the three gathered around the table. "Morning, April," Mayday teased. "What's got you so groggy early in the morning?"

"My old bed... wasn't that soft," April admitted.

"Benefits of having a proper home," Mary-Jane observed.

By then, I had a daughter, and so me and my wife settled down to raise her - and then, suddenly, I had two daughters, and I didn't know about the second one.

Wait, that came out _very_ wrong. The second one was still _our_ daughter - a clone of the first, created by a man who had tried to knock me down, and raised in secret on his orders once he perished. But both of them ended up inheriting my spider-bite - and they ended up growing it in very different ways.

I raised the one I knew about with a strong sense of responsibility - which meant that when the city needed saving again, she was all too willing to swing in and save the day. For the past four months, she's been the one and only Spider-Girl... until the day we found another adventure like the first happening all over again.

"Sunday, lazy Sunday," Peter sighed from the living room couch.

"You know," April reprimanded as she slipped a couple slices of bread into the toaster, "you laze about at every opportunity, you're going to lose your figure."

"Don't I know it," Peter insisted, grabbing the TV remote. "I keep myself working the rest of the week - and on Sunday, we can all relax."

He hit the power button - and the TV turned on to a news report. _"...chaos in the middle of Brooklyn. Eyewitnesses have reported that the criminal known as Crazy Eight has been seen in the area."_

"Dad," Mayday snapped, "don't tempt fate like that!"

See, my other daughter had been raised with a much darker outlook - and despite my best efforts, I couldn't bring her around to a brighter mood. But after all that chaos, May _did_ manage to convince her, and brought April around to our side.

Now, the city has _two_ Spider-Girls to stand between it and oblivion.

With a groan, April turned to Mayday. "Have you eaten yet?"

"No," Mayday admitted. "And I know you haven't."

They reached their hands towards each other and pumped them in time. "Rock, paper, scissors, says _shoot!_ "

April turned up paper to Mayday's scissors; with a sigh, she stepped behind the couch, pull off her pajamas as her suit extended across her body. "This better be quick," she muttered. "Oh, Mother, toss me the toast.

"You're not going to swing into battle with breakfast still hanging out of your mouth," MJ accused, "are you?"

"Yes," April admitted.

There was a moment of quiet; then MJ seized the toast out of the toaster, spreading jam on it before tossing it in April's direction. She caught it in her teeth as her mask reached over her face, coming to a stop on the bridge of her nose, and started towards the window. "Bh rht bhck."

No matter how many times they get knocked down, they always get back up - and if it takes one longer than usual, the other is willing to pick up the slack. Because now they know - just as I know - how small this world really is. How many are like them, fighting the same fight across the dimensions.

Mayday sighed, getting to her feet as Peter turned off the TV. "I'm gonna get dressed, in case things go south," she told Peter.

"You sure it's a good idea if you both go in?" Peter asked.

"Maybe if I do," Mayday observed, "people will get the memo sooner."

Spider-Man, Spider-Girl, Spider-Woman, SP//dr, the Spider, Spider-Ham - we're all doing the same thing. Saving people who need saving, no matter where they are, no matter _who_ they are - no matter what universe they're in.

A notification tone came from her phone as she stepped into her bedroom; confused, she drew it out to find a Paypal notification.

_Received US$16.36 (US¥1700) from Peni Parker - "Thought I should pay you back for the meal!"_

A giggle escaped from Mayday as she saw it. "That's kinda cheeky."

Even if they're us.

**Notes for the Chapter:**

> Disclaimer: I don't have Paypal and I have no idea what a receiving notification looks like or if it accounts for conversion from other currencies.


End file.
